Track market-moving stories before they get noisy

Payment processing giant Visa recently conducted a brutal layoff of 2,600 jobs — and not even top executives were spared.

The San Francisco-based credit card titan filed a notice with California on July 31 revealing that 320 employees will lose their jobs at its Foster City campus.

The bloodbath hit well beyond rank-and-file workers: The filing shows 37 senior directors are being cut, along with 16 chief engineering and architect positions, as well as dozens of senior software engineers, researchers and other technical employees.

Visa’s recent layoffs eliminated nearly 3,000 jobs, with the cuts affecting top executives making six-figure salaries. Getty Images Six vice presidents also lost their jobs; LinkedIn job postings cited by SFGATE show those VP roles advertised salaries ranging from $235,700 to $458,000, excluding potential sales incentive payments.

The job cuts are part of the wider 2,600-job reduction across the company, around a 7% reduction, Bloomberg reported.

Ryan Mcinerney. “I have deep conviction that we are doing what is right for Visa, our clients and our partners as we continue to focus on driving efficiency across the company in order to reinvest in our highest potential opportunities,” Visa CEO Ryan McInerney wrote.

“To capture the opportunities ahead and best position Visa to lead this transformation, we must continue evolving how we work,” he continued. “AI is also helping to accelerate this evolution and shape the way work gets done at Visa.”

Part of the layoff effort could be fueled by Silicon Valley’s artificial intelligence boom, which many companies have turned to as a justification for needing fewer workers.

Visa had only recently announced its $2.4 billion cash acquisition of BioCatch, an Israeli company specializing in AI-powered fraud detection. In an Aug. 3 news release, the acquired company said it will be able to detect fraud through AI analyzing keystrokes, touch gestures and other data.

“The acquisition of BioCatch complements Visa’s existing cyber, fraud, risk, and security solutions and is expected to help clients better protect themselves and their customers,” the news release said.

Visa recently announced its $2.4 billion cash acquisition of BioCatch, an Israeli company specializing in AI-powered fraud detection. REUTERS The fintech space is going through similar layoffs. Mastercard said in January, when it announced it will lay off 4% of its workforce to “refocus investments in other areas.”

The AI boom has had negative consequences for the broader tech sector.

US tech employment had its worst start to the year since 2023, with AI blamed for tens of thousands of brutal job cuts, according to a new report. The first three months of 2026 saw 52,050 tech layoffs — a 40% jump from the same period last year, executive coaching firm Challenger, Gray & Christmas said in a report published earlier in the year.

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EL SEGUNDO, Calif., Aug. 05, 2026 (GLOBE NEWSWIRE) -- Beyond Meat, Inc. (NASDAQ: BYND), otherwise known as Beyond The Plant Protein Company™ (the “Company” or “Beyond Meat”), today reported financial results for its second quarter ended June 27, 2026.

Second Quarter 2026 Financial Highlights1

Net revenues were $68.8 million, a decrease of 8.2% year-over-year.Gross profit was $5.9 million, or gross margin of 8.5%, compared to gross profit of $7.9 million, or gross margin of 10.6%, in the year-ago period. Gross profit and gross margin included $1.6 million in expenses related to the cessation of the Company’s operational activities in China, compared to $1.7 million in the year-ago period. Loss from operations was $30.8 million, or operating margin of -44.8%, compared to loss from operations of $37.5 million, or operating margin of -50.0%, in the year-ago period. Loss from operations included the following charges recorded in operating expenses: $4.7 million in incremental share-based compensation expense related to the Company’s convertible debt exchange; $0.5 million in certain non-routine SG&A expenses; $0.4 million in amortization of costs related to a partial lease termination of a portion of the Company’s campus headquarters building in El Segundo, California (the “Campus Headquarters”); and a credit of $11.0 million reflecting the settlement of arbitration proceedings related to a previously-disclosed contractual dispute with a former co-manufacturer, compared to an expense of $2.5 million in the year-ago period. Net income was $16.4 million, compared to net loss of $(31.8) million in the year-ago period. Net income per share available to common stockholders - basic was $0.03, compared to net loss per share available to common stockholders - basic of $(0.42) in the year-ago period. Net loss per share available to common stockholders - diluted was $(0.06), compared to net loss per share available to common stockholders - diluted of $(0.42) in the year-ago period. The increase in net income was primarily driven by a $57.7 million non-cash gain on debt extinguishment in connection with conversions of a portion of the Company’s 2030 Notes.Adjusted EBITDA was a loss of $27.7 million, or -40.2% of net revenues, compared to an Adjusted EBITDA loss of $24.7 million, or -33.0% of net revenues, in the year-ago period. Beyond Meat President and CEO Ethan Brown commented, “Our second quarter results represent directional progress, with net revenues, gross margin and operating expenses all sequentially improving, and our top line comfortably exceeding the high end of our guidance.”

Brown continued, “We continue to work to stabilize our plant-based meat business, with highlights including growth in international retail and the U.S. retail debut of Beyond Steak Filet, and to build upon this core as we reposition around Beyond The Plant Protein CompanyTM to pursue faster-growing adjacent categories. The exciting launch of Beyond Immerse represents the first output of this expanded aperture, and we expect more to come as we execute our plan to deliver the superpowers of plants to a broadening group of consumers.”

Second Quarter 2026

Net revenues decreased 8.2% to $68.8 million in the second quarter of 2026, compared to $75.0 million in the year-ago period. The decrease in net revenues was primarily driven by a 9.5% decrease in volume of products sold, partially offset by a 1.3% increase in net revenue per pound. The decrease in volume of products sold was primarily driven by lower sales of burger and chicken products to Quick Service Restaurant (“QSR”) customers in the international foodservice channel, and by weak category demand and reduced points of distribution in the U.S. foodservice and retail channels. The increase in net revenue per pound was primarily driven by changes in product sales mix and favorable changes in foreign currency exchange rates, partially offset by higher trade discounts.

U.S. retail channel net revenues decreased 9.9% to $29.6 million in the second quarter of 2026, compared to $32.9 million in the year-ago period. The decrease in U.S. retail channel net revenues was primarily driven by a 5.7% decrease in volume of products sold and a 4.5% decrease in net revenue per pound. The decrease in volume of products sold was primarily driven by weak category demand and reduced points of distribution within certain channels. The decrease in net revenue per pound was primarily driven by higher trade discounts and lower price realization on certain of the Company’s products, partially offset by changes in product sales mix.

U.S. foodservice channel net revenues decreased 27.6% to $8.0 million in the second quarter of 2026, compared to $11.1 million in the year-ago period. The decrease in U.S. foodservice channel net revenues was primarily driven by a 27.4% decrease in volume of products sold and a 0.2% decrease in net revenue per pound. The decrease in volume of products sold was primarily driven by weak category demand and reduced points of distribution. The decrease in net revenue per pound was primarily driven by lower price realization on certain of the Company’s products and higher trade discounts, partially offset by changes in product sales mix.

International retail channel net revenues increased 16.5% to $18.5 million in the second quarter of 2026, compared to $15.9 million in the year-ago period. The increase in international retail channel net revenues was primarily driven by an 8.2% increase in volume of products sold and a 7.7% increase in net revenue per pound. The increase in volume of products sold was primarily driven by higher sales of burger products and chicken products in European markets and the U.K., and increased sales of ground beef products in Canada. The increase in net revenue per pound was primarily driven by price increases of certain of the Company’s products and favorable changes in foreign currency exchange rates, partially offset by higher trade discounts.

International foodservice channel net revenues decreased 16.0% to $12.7 million in the second quarter of 2026, compared to $15.1 million in the year-ago period. The decrease in international foodservice channel net revenues was primarily driven by a 20.4% decrease in volume of products sold, partially offset by a 5.5% increase in net revenue per pound. The decrease in volume of products sold was primarily driven by lower sales of burger and chicken products to certain QSR customers. The increase in net revenue per pound was primarily driven by favorable changes in foreign currency exchange rates and lower trade discounts.

Net revenues by channel (unaudited):

The following table presents the Company's net revenues by channel for the respective periods presented (in thousands, except for percentages):

  Three Months Ended Change Six Months Ended Change  June 27,
2026 June 28,
2025 Amount % June 27,
2026 June 28,
2025 Amount %U.S.:                Retail $29,637 $32,909 $(3,272) (9.9)% $56,191 $64,269 $(8,078) (12.6)%Foodservice  8,005  11,055  (3,050) (27.6)%  14,624  20,468  (5,844) (28.6)%U.S. net revenues  37,642  43,964  (6,322) (14.4)%  70,815  84,737  (13,922) (16.4)%International:                Retail  18,479  15,867  2,612  16.5%  32,188  28,549  3,639  12.7%Foodservice  12,711  15,127  (2,416) (16.0)%  24,036  30,403  (6,367) (20.9)%International net revenues  31,190  30,994  196  0.6%  56,224  58,952  (2,728) (4.6)%Net revenues $68,832 $74,958 $(6,126) (8.2)% $127,039 $143,689 $(16,650) (11.6)%
Volume of products sold by channel (unaudited):

The following table presents consolidated volume of the Company’s products sold in pounds for the respective periods presented (in thousands, except for percentages):

  Three Months Ended Change Six Months Ended Change  June 27,
2026 June 28,
2025 Amount % June 27,
2026 June 28,
2025 Amount %U.S.:                Retail 5,785 6,136 (351) (5.7)% 10,684 11,877 (1,193) (10.0)%Foodservice 1,313 1,809 (496) (27.4)% 2,389 3,387 (998) (29.5)%International:                Retail 3,689 3,410 279  8.2% 6,361 6,074 287  4.7%Foodservice 3,691 4,635 (944) (20.4)% 6,875 9,359 (2,484) (26.5)%Volume of products sold 14,478 15,990 (1,512) (9.5)% 26,309 30,697 (4,388) (14.3)%
Gross profit in the second quarter of 2026 was $5.9 million, or gross margin of 8.5%, compared to gross profit of $7.9 million, or gross margin of 10.6%, in the year-ago period. Gross profit and gross margin in the second quarter of 2026 included $1.6 million in expenses related to the cessation of the Company’s operational activities in China, compared to $1.7 million in the year-ago period. Additionally, gross profit and gross margin in the second quarter of 2026 were negatively impacted by a 3.8% increase in cost of goods sold per pound, partially offset by a 1.3% increase in net revenue per pound. The increase in cost of goods sold per pound primarily reflected increased materials costs and higher manufacturing expenses, including depreciation, which included $1.6 million in expenses related to the cessation of our operational activities in China, partially offset by lower inventory provision.
Operating expenses were $36.7 million in the second quarter of 2026, compared to $45.4 million in the year-ago period. Operating expenses in the second quarter of 2026 included $4.7 million in incremental share-based compensation expense related to the Company’s convertible debt exchange, $0.5 million in certain non-routine SG&A expenses, $0.4 million in amortization of costs related to a partial lease termination of a portion of the Company’s Campus Headquarters, and a credit of $11.0 million reflecting the settlement of arbitration proceedings related to a previously-disclosed contractual dispute with a former co-manufacturer, compared to an expense of $2.5 million in the year-ago period.

Loss from operations in the second quarter of 2026 was $30.8 million, compared to $37.5 million in the year-ago period. The reduction in loss from operations was driven by the decrease in operating expenses, partially offset by the decrease in gross profit.

The following table summarizes certain charges recorded in the Company’s condensed consolidated statement of operations for the second quarter of 2026 (unaudited):

(in thousands)   Three Months Ended
June 27, 2026      Charges recorded in cost of goods sold   Expenses related to cessation of operational activities in China $1,560 Total charges recorded in cost of goods sold   1,560       Charges recorded in operating expenses   Incremental non-cash share-based compensation expense  4,747 Certain non-routine SG&A expenses   467 Amortization of costs related to partial lease termination  387 Settlement related to contractual dispute with former co-manufacturer (11,000)Total charges recorded in operating expenses  (5,399)Total    $(3,839)
Total other income, net, was $47.2 million in the second quarter of 2026, compared to $5.7 million in the year-ago period. The increase in total other income, net, was primarily due to $57.7 million in non-cash gain on debt extinguishment in connection with conversions of a portion of the Company’s 2030 Notes, partially offset by a $4.6 million increase in interest expense and a $3.8 million non-cash loss from the remeasurement of derivative liability.

Net income was $16.4 million in the second quarter of 2026, compared to net loss of $(31.8) million in the year-ago period. Net income per share available to common stockholders - basic was $0.03, compared to net loss per share available to common stockholders - basic of $(0.42) in the year-ago period. Net loss per share available to common stockholders - diluted was $(0.06), compared to net loss per share available to common stockholders - diluted of $(0.42) in the year-ago period. The increase in net income in the second quarter of 2026 was primarily driven by the increase in total other income, net, and the decrease in loss from operations.

Adjusted EBITDA was a loss of $27.7 million, or -40.2% of net revenues, in the second quarter of 2026, compared to an Adjusted EBITDA loss of $24.7 million, or -33.0% of net revenues, in the year-ago period.

Balance Sheet and Cash Flow Highlights

The Company’s cash and cash equivalents balance, including restricted cash, was $186.1 million and total outstanding carrying value of debt, net of debt discount, was $323.8 million as of June 27, 2026, which included the total undiscounted future cash flows of the 2030 Notes recorded at the completion of the Company’s convertible debt exchange. Net cash used in operating activities was $23.2 million in the six months ended June 27, 2026, compared to $58.0 million in the year-ago period. Capital expenditures totaled $4.0 million in the six months ended June 27, 2026, compared to $6.4 million in the year-ago period. Net cash used in investing activities was $2.3 million in the six months ended June 27, 2026, compared to $6.1 million in the year-ago period. Net cash used in financing activities was $6.6 million in the six months ended June 27, 2026, compared to net cash provided by financing activities of $32.3 million in the year-ago period.

Third Quarter 2026 Outlook

The Company continues to experience an elevated level of uncertainty and volatility within its operating environment, which has, and may continue to have, unforeseen impacts on the Company’s actual realized results. In light of this uncertainty, the Company is limiting its outlook to the following:

In the third quarter of 2026, net revenues are expected to be approximately $60 million to $65 million. Conference Call and Webcast

The Company will host a conference call to discuss these results at 5:00 p.m. Eastern, 2:00 p.m. Pacific on Wednesday, August 5, 2026. Investors interested in participating in the live call can dial 412-902-4255. There will also be a simultaneous, live webcast available on the Investors section of the Company’s website at www.beyondmeat.com. The webcast will also be archived.

About Beyond Meat

Beyond Meat, Inc. (NASDAQ: BYND), otherwise known as Beyond The Plant Protein Company™, is a plant protein company offering a portfolio of plant-based products made from simple ingredients without GMOs, no added hormones or antibiotics, and 0 mg of cholesterol per serving. Founded in 2009, Beyond Meat’s core products are designed to have the same taste and texture as animal-based meat while being better for people and the planet. Beyond Meat’s brand promise, Eat What You Love®, represents a strong belief that there is a better way to feed our future and that the positive choices we all make, no matter how small, can have a great impact on our personal health and the health of our planet. By shifting from animal-based protein to plant-based protein, we can positively impact four growing global issues: human health, climate change, constraints on natural resources and animal welfare. Visit www.BeyondMeat.com and follow @BeyondMeat on Facebook, Instagram, Threads and LinkedIn.

Forward-Looking Statements

Certain statements in this release constitute “forward-looking statements" within the meaning of the federal securities laws, including statements related to the Company’s expectations with respect to its third quarter 2026 outlook, its strategic repositioning and expansion into adjacent product categories, and efforts towards sustainable growth and improved financial performance.

Forward-looking statements are based on management's current opinions, expectations, beliefs, plans, objectives, assumptions and projections regarding financial performance, prospects, future events and future results, including ongoing uncertainty related to macroeconomic issues, including high inflation and interest rates, prolonged, weakening demand in the plant-based meat category, ongoing concerns about the likelihood of a recession and increased competition, among other matters, and involve known and unknown risks that are difficult to predict. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “project,” “predict,” “outlook,” “potential,” “continue,” “likely,” “will,” “would” and variations of these terms and similar expressions, or the negative of these terms or similar expressions. These forward-looking statements are only predictions, not historical fact, and involve certain risks and uncertainties, as well as assumptions. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by which or whether, such performance or results will be achieved. Actual results, levels of activity, performance, achievements and events could differ materially from those stated, anticipated or implied by such forward-looking statements. While Beyond Meat believes that its assumptions are reasonable, it is very difficult to predict the impact of known factors and, of course, it is impossible to anticipate all factors that could affect actual results. There are many risks and uncertainties that could cause actual results to differ materially from forward-looking statements made herein including, but not limited to: a further decrease in demand, and the underlying factors negatively impacting demand, in the plant-based meat category, including the exacerbation of weakness in the category by macroeconomic trends; the success of our marketing initiatives and the ability to maintain and grow our brand awareness, maintain, protect and enhance our brand, or rebrand altogether, attract and retain new customers and maintain and grow our market share, particularly while we are seeking to reduce our operating expenses; the success of our strategic repositioning to "Beyond The Plant Protein Company," including risks related to brand dilution or confusion, the failure to achieve meaningful consumer acceptance of an expanded portfolio of plant-based protein offerings across multiple categories and adjacencies, and the diversion of management time and financial resources from our existing business or other priorities; changes in the retail landscape, including our ability to maintain and expand our distribution footprint, the timing, success and level of trade and promotion discounts, our ability to maintain and grow market share and increase household penetration, repeat purchases, buying rates (amount spent per buyer) and purchase frequency, our ability to maintain and increase sales velocity of our products, and the timing and success of our efforts to expand distribution channels, such as our direct-to-consumer (DTC) channel, and planned new products or recently launched products; our ability to successfully innovate and commercialize new plant-based protein products, including in adjacent categories outside of our core, meat analog offerings, such as our Beyond Immerse functional beverage line of sparkling plant-based protein drinks, and consumer acceptance of such new products; the sufficiency of our cash and cash equivalents to meet our liquidity needs, including estimates of our expenses, future revenues, capital expenditures and capital requirements; our ability to obtain additional equity and/or debt financing, the terms of any such financing, and our ability to continue to bolster our balance sheet, particularly because we no longer satisfy the eligibility requirements for use of a registration statement on Form S-3 and, as a result, are unable to access our ATM Program; risks associated with our indebtedness, leverage and liquidity relating to our significant debt, including our ability to repay, refinance, equitize (in the case of our 0% Convertible Senior Notes due 2027 (the “2027 Notes”) that remain outstanding) and otherwise satisfy our obligations under each of the Loan and Security Agreement, the 2027 Notes that remain outstanding and our 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030 (the “2030 Notes” and, together with the 2027 Notes, the “Notes”) issued in the exchange offer related to the 2027 Notes, which was completed on October 30, 2025 (the “Exchange Offer”), and our ability to comply with the covenants in the Loan and Security Agreement and respective indentures governing the Notes; our ability to raise the funds necessary to repurchase the Notes for cash, under certain circumstances, or to pay any cash amounts due under the Notes; the impact of the Exchange Offer on future availability of our pre-change net operating loss carryforwards and other tax attributes to offset our future net taxable income; the annual limitations on utilization of any remaining operating loss and tax credit carryforwards due to ownership change limitations provided by the Internal Revenue Code and similar state tax provisions, and the outcomes of any related audits or examinations; the significant dilution to our stockholders that resulted from the Exchange Offer and the additional dilution that resulted and will continue to result if we continue to exchange any portion of our outstanding Notes for equity, issue shares of our common stock with respect to the 2030 Notes (including any 2030 Notes issued as payment-in-kind interest on such 2030 Notes), including in connection with conversions of the 2030 Notes at our option or at the option of holders, upon equitization of the 2030 Notes, as payment of accrued interest in the form of common stock or in payment of certain make-whole payments on the 2030 Notes, in each case pursuant to the terms of the 2030 Notes, or if the lenders under the Loan and Security Agreement exercise their related warrants to purchase shares of our common stock or if the holders of the Big Geyser, Inc. warrants exercise their related warrants to purchase shares of our common stock; provisions in the respective indentures governing the Notes and in the Loan and Security Agreement delaying or preventing an otherwise beneficial takeover of us; and any adverse impact on our reported financial condition and results from the accounting methods for the Notes; our ability to remediate the existing material weaknesses in our internal control over financial reporting and maintain effective internal control over financial reporting and disclosure controls and procedures; risks and uncertainties related to failures to maintain effective internal control over financial reporting, and related to the identification of errors in our previously issued financial statements, such as those disclosed and corrected in this release, and a potential need to restate financial statements in such instances; market price fluctuations in the price of our common stock, whether due to dilution, adverse business or financial performance or the perception of such adverse performance, failure to meet the Nasdaq continued listing requirement for minimum bid price or other Nasdaq listing requirements and the potential delisting of our common stock, or market and trading dynamics unrelated to our underlying business, operating and financial performance or prospects or macro or industry fundamentals which may not coincide in timing with the disclosure of news or developments by or affecting us, could cause the market price of our common stock to fluctuate dramatically or decline rapidly, regardless of any developments in our business or financial results; the impact of general economic conditions in the U.S. and international markets on us, our customers, our suppliers, our vendors and consumers, including concerns related to inflation, geopolitical and economic uncertainty and instability, a potential recession, the shutdown of the federal government including regulatory agencies, tariffs and trade wars, and the effects of those conditions on consumer spending; the impact of adverse and uncertain political conditions in the U.S. and international markets, such as greater restrictions on free trade through significant increases in tariffs on raw materials, ingredients, finished goods and other products and supplies imported into the United States and increased uncertainty surrounding international trade policy and regulations, trade wars, including through the implementation of retaliatory tariffs or related counter-measures, and the negative effects of anti-American sentiment, the conflict in the Middle East (including with Iran), as well as the impact of inflation and high interest rates on consumer behavior, including higher food, grocery, raw materials, transportation, energy, labor and fuel costs; risks and uncertainties related to identifying and executing our current and future cost-reduction initiatives, cost structure improvements, workforce reductions, executive leadership changes and other organizational changes, including realignment of reporting structures, and the timing and success of continuing to reduce operating expenses and achieving our profitability, cash flow and financial performance objectives; our ability to streamline operations and improve cost efficiencies, which could result in the contraction of our business and the continued implementation of significant cost cutting measures such as further downsizing, consolidating or exiting certain operations, including product lines, domestically and/or abroad; the timing and success of narrowing our commercial focus to certain anticipated growth opportunities; accelerating activities that prioritize gross margin expansion and cash generation, including as part of our review of our global operations initiated in 2023 (“Global Operations Review”); changes to our pricing architecture; cash-accretive inventory reduction initiatives; and further cost-reduction initiatives; our ability to successfully execute our Global Operations Review and any resulting strategic plans, including the exit or discontinuation of select product lines; the impact of non-cash charges such as provision for excess and obsolete inventory and potential additional impairment charges, write-offs, disposals and accelerated depreciation of fixed assets, and losses on sale and write-down of fixed assets and assets held for sale; further optimization of our manufacturing capacity and real estate footprint; workforce reductions; and the cessation of our operational activities in China in 2025; our ability to successfully execute the Transformation Office initiatives including, among other things, positioning the business for a more fundamental resizing of operating expenses, driving margin recovery, including through targeted investments in our facilities and supply chain cost reductions, reducing inventory and associated carrying costs through SKU rationalization and the discontinuation of certain product lines, and preserving cash and monetizing non-strategic or idle assets; our ability to meet our obligations under leases for our corporate offices, manufacturing facilities and warehouses, including matters relating to our Campus Headquarters including, without limitation, the ability to meet our obligations under our Campus Headquarters lease, as amended from time to time (the “Campus Lease”), the impact of workforce reductions or other cost-reduction initiatives on our space demands, the impact of the surrender of a portion of the existing premises, the impact of the sublease of a portion of the existing premises, other efforts to develop, repurpose or consolidate our use of our leased premises, and the timing and success of surrendering, subleasing, assigning or otherwise transferring, developing or repurposing the remaining used or excess leased space or negotiating additional partial lease terminations and/or subleases or other dispositions of our Campus Headquarters on terms advantageous to us or at all, including any additional impairment charges that may result, the amount of which could be material to our consolidated financial statements; reduced consumer confidence and changes in consumer spending, including spending to purchase our products, and negative trends in consumer purchasing patterns due to levels of consumers’ disposable income, credit availability and debt levels, and economic conditions, including due to potential recessionary and inflationary pressures, and geopolitical instability and wars; our inability to properly manage and ultimately sell our inventory in a timely manner, which has in the past and could in the future require us to sell our products through liquidation channels at lower prices, write-down or write-off excess or obsolete inventory, or increase inventory provision; ongoing and persistent declines in demand in the plant-based meat category and for our products, or strategic decisions that result in changes to our product portfolio, including the potential discontinuation of certain product lines through initiatives stemming from our transformation office and program or other strategic measures, which may require us to write-down or write-off excess or obsolete inventories; impairment charges, including due to any future changes in estimates, judgments or assumptions, failure to achieve forecasted operating results, due to weakness in the economic environment, demand for our products or other factors, changes in market conditions and declines in our publicly-quoted stock price and market capitalization, failure to sublease, assign or otherwise transfer any excess space or negotiate additional partial lease terminations and/or subleases or other dispositions of our Campus Headquarters or other facilities on terms advantageous to us or at all, and the cessation of our operational activities in China in 2025; our ability to accurately predict consumer taste preferences, trends and demand and successfully innovate, introduce and commercialize new products, including in new geographic markets; the effects of competitive activity from our market competitors, including through consolidation in the plant-based food industry or vertical consolidation of diversified food businesses with existing plant-based food businesses, and new market entrants, which may include companies with substantially greater financial resources than us; our ability to protect our brand against misinformation about our products and the plant-based meat category, real or perceived quality or health issues with our products, marketing campaigns aimed at generating negative publicity regarding our products and the plant-based meat category, including regarding the nutritional value of our products, and other issues that could adversely affect our brand and reputation; disruption to, and the impact of uncertainty in, our domestic and international supply chain, including labor shortages and disruption, shipping delays and disruption, the impact of tariffs on raw materials, ingredients, finished goods and other products and supplies imported into the U.S., and the impact of cyber incidents at suppliers and vendors; the impact of uncertainty as a result of doing business internationally, including as a result of the cessation of our operational activities in China in 2025; the volatility of or inability to access the capital markets, including due to macroeconomic factors, geopolitical tensions, trade policy uncertainty (including tariffs and retaliatory trade measures), or the outbreak or escalation of hostilities or war—for example, the ongoing war between Russia and Ukraine and the conflict in the Middle East (including with Iran), and their impacts on the surrounding areas and global economy; changes in the foodservice landscape, including the timing, success and level of marketing and other financial incentives to assist in the promotion of our products, our ability to maintain and grow market share and attract and retain new foodservice customers or retain existing foodservice customers, and our ability to introduce and sustain offering of our products on menus; the timing and success of distribution expansion and new product introductions, including the success of our DTC channel, and the timing and success of planned new products or recently launched products in increasing revenues and market share, including the success of our distribution partnership with Big Geyser for Beyond Immerse; our ability to differentiate and continuously create innovative products, respond to competitive innovation and achieve speed-to-market, including the timing and success of planned new products or recently launched products; the timing and success of strategic Quick Service Restaurant (“QSR”) partnership launches and limited time offerings resulting in permanent menu items and our ability to attract and retain QSR and other strategic customers; the outcomes of, and costs related to, legal or administrative proceedings, including any settlements, appeals from initial decisions or other developments in such proceedings, or new legal or administrative proceedings filed against us; foreign currency exchange rate fluctuations; the effectiveness of our business systems and processes; our estimates of the size of our market opportunities and ability to accurately forecast market conditions; our ability to effectively optimize our manufacturing and production capacity, and real estate footprint, including consolidating manufacturing facilities and production lines, exiting co-manufacturing arrangements or entering into new arrangements under terms that are ultimately beneficial to us and effectively managing capacity for specific products with shifts in demand; risks associated with underutilization of capacity which have in the past and could in the future give rise to increased cost of goods sold per pound, underutilization fees, termination fees and other costs to exit certain supply chain arrangements and product lines, and/or the write-down or write-off of certain equipment and other fixed assets and impairment charges, all of which could negatively impact gross margin, driving less leverage on fixed costs and delaying the speed at which cost savings initiatives positively impact our financial results; our ability to accurately forecast our future results of operations and financial goals or targets, including as a result of fluctuations in demand for our products and in the plant-based meat category generally, increased competition, the impact and success of launching new products and new channels, and the impact of broader macroeconomic conditions and market uncertainty; our ability to accurately forecast demand for our products and manage our inventory, including the impact of customer orders ahead of holidays and the timing of customer promotions, shelf reset activities, and price increases as a result of tariffs or otherwise; customer and distributor changes and buying patterns, such as reductions in targeted inventory levels; and supply chain and labor disruptions, including due to the impact of cyber incidents at suppliers and vendors; our operational effectiveness and ability to fulfill orders in full and on time; variations in product selling prices and costs, the timing and success of changes to our pricing architecture, our ability to pass on price increases in full or at all, including due to the impact of tariffs and macroeconomic conditions, and the mix of products sold; our ability to successfully enter new geographic markets, manage our international business and comply with any applicable laws and regulations, including risks associated with doing business in foreign countries, and our ability to comply with the U.S. Foreign Corrupt Practices Act or other anti-corruption laws; the effects of global outbreaks of pandemics, epidemics or other public health crises, or fear of such crises; our ability to attract, maintain and effectively expand our relationships with key strategic foodservice partners; our ability to attract and retain our suppliers, distributors, vendors, co-manufacturers and customers; our ability to procure sufficient high-quality raw materials at competitive prices to manufacture our products; the availability of pea and other proteins and avocado oil that meet our standards; our ability to diversify the protein sources and avocado oil sources used for our products; our ability to successfully execute our strategic initiatives; the volatility associated with ingredient, packaging, transportation and other input costs, including due to the impact of tariffs and rising energy and fuel costs; our ability to keep pace with technological changes impacting the development of our products and implementation of our business needs; significant disruption in, or breach in security of our or our suppliers’ or vendors’ information technology systems, including any inability to detect or timely report any cybersecurity incidents, and resultant interruptions in service and any related impact on our reputation, including data privacy, and any potential impact on our supply chain, including on customer demand, order fulfillment and lost sales, and the resulting timing and/or amount of net revenues recognized; the ability of our transportation providers to ship and deliver our products in a timely and cost-effective manner; senior management and key personnel changes, the attraction, training and retention of qualified employees and key personnel, and our ability to maintain our company culture; risks related to use of a professional employer organization to administer human resources, payroll and employee benefits functions for certain of our international employees, and use of certain third party service providers for the performance of several business operations including payroll, human capital, supply chain optimization, financial reporting and accounting, and certain other management services; the impact of potential workplace hazards; the effects of natural or man-made catastrophic or severe weather events, including events brought on by climate change, particularly involving our or any of our co-manufacturers’ manufacturing facilities, our suppliers’ facilities or any other vital aspects of our supply chain; accounting estimates based on judgment and assumptions that may differ from actual results; changes in laws and government regulation, and their enforcement, affecting our business, including the U.S. Food and Drug Administration (“FDA”) and the U.S. Federal Trade Commission governmental regulation, and state, local and foreign regulation; new or pending legislation, or changes in laws, regulations or policies of governmental agencies or regulators, both in the U.S. and abroad, affecting plant-based meat, the labeling, packaging or naming of our products, including requirements regarding nutrient content claims, our brand name or logo, or the definition of “ultraprocessed” foods or ingredients; the failure of acquisitions and other investments to be efficiently integrated and produce the results we anticipate; risks inherent in investment in real estate; adverse developments affecting the financial services industry, including the potential failure of financial institutions with which we have deposits or other business relationships; the financial condition of, and our relationships with our suppliers, vendors, co-manufacturers, distributors, retailers and foodservice customers, and their future decisions regarding their relationships with us; our ability and the ability of our suppliers, vendors and co-manufacturers to comply with food safety, environmental or other laws or regulations and the impact of any non-compliance on our operations, brand reputation and ability to fulfill orders in full and on time; seasonality, including increased levels of grilling activity and higher levels of purchasing by customers ahead of holidays, customer shelf reset activity and the timing of product restocking by our retail customers; the impact of increased scrutiny from a variety of stakeholders, institutional investors and governmental bodies on environmental, social and governance (“ESG”) practices; our suppliers’ and our co-manufacturers’ ability to protect our proprietary technology, intellectual property and trade secrets adequately; the impact of changes in tax laws; and the risks discussed in Part I, Item 1A, Risk Factors, included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the Securities and Exchange Commission (the “SEC”) on April 9, 2026, the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 27, 2026 to be filed with the SEC, and those discussed in other documents we file from time to time with the SEC. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above. Such forward-looking statements are made only as of the date of this release. Beyond Meat undertakes no obligation to publicly update or revise any forward-looking statement because of new information, future events, changes in assumptions or otherwise, except to the extent required by applicable laws. If the Company does update one or more forward-looking statements, no inference should be made that it will make additional updates with respect to those or other forward-looking statements.

Non-GAAP Financial Measures

The Company refers to certain financial measures that are not recognized under U.S. generally accepted accounting principles (GAAP) in this press release, including: Adjusted loss from operations, Adjusted operating margin, Adjusted net loss, Adjusted net loss per diluted common share, Adjusted EBITDA and Adjusted EBITDA as a % of net revenues. See “Non-GAAP Financial Measures” below for additional information and reconciliations of such non-GAAP financial measures.

Availability of Information on Beyond Meat’s Website and Social Media Channels

Investors and others should note that Beyond Meat routinely announces material information to investors and the marketplace using SEC filings, press releases, public conference calls, webcasts and the Beyond Meat Investor Relations website. The Company also intends to use certain social media channels as a means of disclosing information about it and its products to consumers, and its customers, investors and the public (e.g., @BeyondMeat on Facebook, Instagram, Threads and LinkedIn. The information posted on social media channels is not incorporated by reference in this press release or in any other report or document we file with the SEC. While not all of the information that the Company posts to the Beyond Meat Investor Relations website or to social media accounts is of a material nature, some information could be deemed to be material. Accordingly, the Company encourages investors, the media and others interested in Beyond Meat to review the information that it shares at the “Investors” link located at the bottom of the Company’s webpage at https://investors.beyondmeat.com/investor-relations and to sign up for and regularly follow the Company’s social media accounts. Users may automatically receive email alerts and other information about the Company when enrolling an email address by visiting “Request Email Alerts” in the “Investors” section of Beyond Meat’s website at https://investors.beyondmeat.com/investor-relations.

Contacts

Media:
Shira Zackai
[email protected]

Investors:
Raphael Gross
[email protected]

Correction of Previously Issued Interim Unaudited Condensed Consolidated Financial Statements

During the fourth quarter and full year 2025 financial close procedures, the Company identified errors in its previously issued interim unaudited condensed consolidated financial statements for the first three quarters of 2025 relating to (i) inventory valuation and (ii) debt issuance costs. The Company determined that the errors identified were immaterial to its previously issued interim unaudited condensed consolidated financial statements for the three and six months ended June 28, 2025 and has corrected these errors prospectively in the interim unaudited condensed consolidated financial statements for the three and six months ended June 28, 2025 in accordance with Accounting Standards Codification 250, “Accounting Changes and Error Corrections.”

As a result, the comparative financial information for the three and six months ended June 28, 2025 included in the unaudited condensed consolidated financial statements and related non-GAAP reconciliations presented herein reflects these corrections and may differ from amounts previously reported in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2025.

To assist investors in reconciling amounts previously reported to the “as corrected” amounts presented herein, the Company has included the following tables that summarize the affected line items and totals. Readers should review these tables together with the discussion above, the unaudited condensed consolidated financial statements included herein, and the additional detail in the Company’s Quarterly Report on Form 10‑Q for the quarter ended June 27, 2026, when filed with the SEC.

Condensed Consolidated Statement of Operations (unaudited)      Three Months Ended June 28, 2025  As Previously
Reported Inventory
Valuation Debt
Issuance
Costs As
CorrectedCost of goods sold $66,367  $671  $—  $67,038 Gross profit  8,591   (671)  —   7,920 Selling, general and administrative expenses  37,696   —   1,932   39,628 Total operating expenses  43,503   —   1,932   45,435 Loss from operations  (34,912)  (671)  (1,932)  (37,515)Loss before taxes  (29,183)  (671)  (1,932)  (31,786)Net loss  (29,242)  (671)  (1,932)  (31,845)Net loss per share available to common stockholders—basic and diluted $(0.38) $(0.01) $(0.03) $(0.42) Condensed Consolidated Statement of Operations (unaudited)      Six Months Ended June 28, 2025  As Previously
Reported Inventory
Valuation Debt
Issuance
Costs As
CorrectedCost of goods sold $136,163  $6,531  $—  $142,694 Gross profit  7,526   (6,531)  —   995 Selling, general and administrative expenses  85,368   —   4,242   89,610 Total operating expenses  98,637   —   4,242   102,879 Loss from operations  (91,111)  (6,531)  (4,242)  (101,884)Loss before taxes  (82,088)  (6,531)  (4,242)  (92,861)Net loss  (82,158)  (6,531)  (4,242)  (92,931)Net loss per share available to common stockholders—basic and diluted $(1.08) $(0.08) $(0.06) $(1.22)  Condensed Consolidated Statement of Comprehensive Loss (unaudited)       Three Months Ended June 28, 2025  As Previously
Reported Inventory
Valuation Debt
Issuance
Costs As
CorrectedNet loss $(29,242) $(671) $(1,932) $(31,845)Comprehensive loss $(31,710) $(671) $(1,932) $(34,313)        Condensed Consolidated Statement of Comprehensive Loss (unaudited)       Six Months Ended June 28, 2025  As Previously
Reported Inventory
Valuation Debt
Issuance
Costs As
CorrectedNet loss $(82,158) $(6,531) $(4,242) $(92,931)Comprehensive loss $(85,666) $(6,531) $(4,242) $(96,439)       Condensed Consolidated Cash flows           Six Months Ended June 28, 2025  As Previously
Reported Inventory
Valuation Debt
Issuance
Costs As
CorrectedNet loss $(82,158) $(6,531) $(4,242) $(92,931)Inventories  4,709   6,531   —   11,240 Prepaid expenses and other current assets  (8,473)  —   5,623   (2,850)Net cash used in operating activities  (59,355)  —   1,381   (57,974)         Debt issuance costs  (5,117)  —   (1,381)  (6,498)Net cash provided by financing activities $33,640  $—  $(1,381) $32,259  BEYOND MEAT, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(In thousands, except share and per share data)
(unaudited)
           Three Months Ended Six Months Ended  June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025Net revenues $68,832  $74,958  $127,038  $143,689 Cost of goods sold  62,959   67,038   119,180   142,694 Gross profit  5,873   7,920   7,858   995 Operating expenses:        Research and development expenses  4,189   5,807   9,409   13,269 Selling, general and administrative expenses  32,490   39,628   70,359   89,610 Total operating expenses  36,679   45,435   79,768   102,879 Loss from operations  (30,806)  (37,515)  (71,910)  (101,884)Other income (expense), net:        Interest expense  (6,571)  (2,002)  (13,303)  (3,026)Remeasurement of delayed draw term loan warrant liability  (76)  —   1,224   — Remeasurement of derivative liability  (3,838)  —   8,053   — Gain on debt extinguishment  57,729   —   63,789   — Other (expense) income, net  (18)  7,731   101   12,049 Total other income, net  47,226   5,729   59,864   9,023 Income (loss) before taxes  16,420   (31,786)  (12,046)  (92,861)Income tax expense  —   —   —   — Equity in losses of unconsolidated joint venture  16   59   32   70 Net income (loss) $16,404  $(31,845) $(12,078) $(92,931)Net income (loss) per share attributable to common stockholders:        Basic $0.03  $(0.42) $(0.03) $(1.22)Diluted  (0.06)  (0.42)  (0.03)  (1.22)Weighted average common shares outstanding        Basic  501,304,934   76,491,594   476,742,903   76,348,524 Diluted  591,868,891   76,491,594   476,742,903   76,348,524  BEYOND MEAT, INC. AND SUBSIDIARIESCondensed Consolidated Balance Sheets(In thousands, except share and per share data)(unaudited)  June 27,
2026
 December 31,
2025
Current assets:    Cash and cash equivalents $171,369  $203,890 Restricted cash, current  5,516   4,350 Accounts receivable, net  25,725   26,060 Inventory  63,127   84,032 Prepaid expenses and other current assets  21,168   13,758 Assets held for sale  8,744   9,394 Total current assets  295,649   341,484 Restricted cash, non-current  9,250   9,291 Property, plant, and equipment, net  201,672   213,262 Operating lease right-of-use assets  4,613   5,661 Prepaid lease costs, non-current  42,503   40,931 Other non-current assets, net  4,675   2,595 Investment in unconsolidated joint venture  1,491   1,523 Total assets $559,853  $614,747 Liabilities and stockholders’ deficit    Current liabilities:    Accounts payable $25,015  $20,525 2027 Notes  29,459   — Current portion of operating lease liabilities  2,162   2,132 Accrued expenses and other current liabilities  12,709   8,975 Accrued litigation expenses  38,900   38,900 Short-term finance lease liabilities  3,998   4,385 Total current liabilities  112,243   74,917 Long-term liabilities:    2027 Notes  —   29,459 2030 Notes, net  208,705   308,404 Delayed draw term loans, net  85,632   77,877 Delayed draw term loan warrants at fair value  3,843   5,066 Operating lease liabilities, net of current portion  3,058   4,059 Finance lease liabilities  74,799   76,590 2030 Notes Embedded Derivative liability at fair value  14,596   39,152 Other long-term liabilities  220   220 Total long-term liabilities  390,853   540,827 (continued on next page)Commitments and contingencies    Stockholders’ deficit:    Preferred stock, par value $0.0001 per share — 500,000 shares authorized, none issued and outstanding  —   — Common stock, par value $0.0001 per share — 3,000,000,000 shares authorized; 515,793,219 shares and 453,688,312 shares issued and outstanding at June 27, 2026 and December 31, 2025, respectively  52   45 Additional paid-in-capital  1,096,070   1,029,308 Accumulated deficit  (1,034,585)  (1,022,507)Accumulated other comprehensive loss  (4,780)  (7,843)Total stockholders’ equity (deficit)  56,757   (997)Total liabilities and stockholders' equity (deficit) $559,853  $614,747  BEYOND MEAT, INC. AND SUBSIDIARIESCondensed Consolidated Statements of Cash Flows(In thousands)(unaudited)  Six Months Ended  June 27,
2026 June 28,
2025Cash flows from operating activities:    Net loss $(12,078) $(92,931)Adjustments to reconcile net loss to net cash used in operating activities:    Depreciation and amortization  13,549   15,682 Non-cash lease expense  985   2,889 Share-based compensation expense  13,919   10,157 Amortization of debt issuance costs and debt discount  3,652   1,970 Loss on sale and write-down of fixed assets  162   223 Equity in losses of unconsolidated joint venture  32   70 Remeasurement of delayed draw term loan warrant liability  (1,224)  — Remeasurement of derivative liability  (8,053)  — Gain on debt extinguishment  (63,789)  — Unrealized losses (gains) on foreign currency transactions  3,093   (11,161)Paid-in-kind interest  6,315   — Net change in operating assets and liabilities:    Accounts receivable  168   (9,291)Inventories  20,580   11,240 Prepaid expenses and other current assets  (8,540)  (2,850)Accounts payable  5,140   25,710 Accrued expenses and other current liabilities  4,006   (3,638)Prepaid lease costs, non-current  (155)  (3,888)Operating lease liabilities  (918)  (2,156)Net cash used in operating activities  (23,156)  (57,974)Cash flows from investing activities:    Purchases of property, plant and equipment  (4,015)  (6,423)Proceeds from sales of fixed assets  1,924   348 Payments of security deposits  (204)  — Net cash used in investing activities  (2,295)  (6,075)Cash flows from financing activities:    Proceeds from delayed draw term loan $—  $40,000 Payments of debt issuance costs  —   (6,498)Principal payments under finance lease obligations  (3,594)  (937)Payments of minimum withholding taxes on net share settlement of equity awards  (3,019)  (312)Net cash (used in) provided by financing activities  (6,613)  32,259 Effect of foreign currency exchange rate changes on cash  668   3,505 Net decrease in cash, cash equivalents and restricted cash  (31,396)  (28,285)Cash, cash equivalents and restricted cash at the beginning of the period  217,531   145,554 Cash, cash equivalents and restricted cash at the end of the period $186,135  $117,269 Supplemental disclosures of cash flow information:    Non-cash investing and financing activities:    Conversion of 2030 Notes by issuance of common stock $54,627  $— Issuance of delayed draw term loan warrants $—  $20,143 Non-cash additions to property, plant and equipment $161  $1,345 Operating lease right-of-use assets obtained in exchange for lease liabilities $83  $2,082 Reclassification of pre-paid lease costs to finance lease right-of-use assets $—  $19,929 Non-cash additions to finance leases $—  $10,091 
Non-GAAP Financial Measures

Beyond Meat uses the non-GAAP financial measures set forth below in assessing its operating performance and in its financial communications. Management believes these non-GAAP financial measures provide useful additional information to investors about current trends in the Company's operations and are useful for period-over-period comparisons of operations. In addition, management uses these non-GAAP financial measures to assess operating performance and for business planning purposes. Management also believes these measures are widely used by investors, securities analysts, rating agencies and other parties in evaluating companies in the Company’s industry as a measure of its operational performance. These non-GAAP financial measures should not be considered in isolation or as substitutes for the comparable GAAP measures. In addition, these non-GAAP financial measures may not be computed in the same manner as similarly titled measures used by other companies.

“Adjusted loss from operations” is defined as loss from operations adjusted to exclude, when applicable, costs attributable to special items, which are those items deemed not to be reflective of the Company’s ongoing normal business activities.

“Adjusted operating margin” is defined as Adjusted loss from operations divided by net revenues.

“Adjusted net loss” is defined as net loss adjusted to exclude, when applicable, costs attributable to special items, which are those items deemed not to be reflective of the Company’s normal business activities.

“Adjusted net loss per diluted common share” is defined as Adjusted net loss divided by the number of diluted common shares outstanding.

The Company considers Adjusted loss from operations, Adjusted operating margin, Adjusted net loss and Adjusted net loss per diluted common share to be useful indicators of operating performance because excluding special items allows for period-over-period comparisons of its ongoing operations. Adjusted net loss per diluted common share is a performance measure and should not be used as a measure of liquidity.

“Adjusted EBITDA” is defined as net income (loss) adjusted to exclude, when applicable, income tax expense (benefit), interest expense, depreciation and amortization expense, share-based compensation expense, non-cash charges related to the cessation of our operational activities in China, costs related to a partial lease termination of a portion of the Campus Headquarters, settlement related to dispute with former co-manufacturer, remeasurement of delayed draw term loan warrant liability, remeasurement of derivative liability, and Other, net, including interest income, gain on debt extinguishment, foreign currency transaction gains and losses, and the reclassification of cumulative foreign currency translation losses from accumulated other comprehensive loss to Other (expense) income, net upon the cessation of our operational activities in China.

“Adjusted EBITDA as a % of net revenues” is defined as Adjusted EBITDA divided by net revenues.

Our definition of Adjusted EBITDA has been updated from the definition used in our 2025 10-K to reflect the following changes: (i) we removed the adjustments for restructuring expenses, non-cash loss from impairment of long-lived assets and gain on debt restructuring, net of exchange fees, as these items related to transactions completed in 2025 and are not expected to recur in 2026; (ii) we removed litigation-related accruals as there were no such accruals in the three and six months ended June 27, 2026 and June 28, 2025; (iii) we removed accrued litigation settlement costs, as the class action settlement was finalized in 2025; (iv) we added settlement related to dispute with former co-manufacturer; and (v) we added gain on debt extinguishment to Other, net, to reflect gains arising from conversions of the 2030 Notes, in the three and six months ended June 27, 2026, and reclassification of cumulative foreign currency translation losses from accumulated other comprehensive loss to Other (expense) income, net upon the cessation of our operational activities in China. These definitional changes had no impact on previously reported Adjusted EBITDA for the comparative period presented, as there were no restructuring expenses, impairment charges, gain on debt restructuring, litigation-related accruals, accrued litigation settlement costs or gain on debt extinguishment in the three and six months ended June 28, 2025.

There are a number of limitations related to the use of Adjusted EBITDA and Adjusted EBITDA as a % of net revenues rather than their most directly comparable GAAP measures. Some of these limitations are:

Adjusted EBITDA excludes depreciation and amortization expense and, although these are non-cash expenses, the assets being depreciated may have to be replaced in the future increasing our cash requirements;Adjusted EBITDA does not reflect interest expense, or the cash required to service our debt, which reduces cash available to us;Adjusted EBITDA does not reflect income tax payments that reduce cash available to us;Adjusted EBITDA does not reflect share-based compensation expense and therefore does not include all of our compensation costs;Adjusted EBITDA excludes the SG&A decrease related to our settlement we received in a legal matter;Adjusted EBITDA does not reflect non-cash charges and reclassification of cumulative foreign currency translation losses from accumulated other comprehensive loss to earnings, related to the cessation of our operational activities in China;Adjusted EBITDA does not reflect certain cash costs related to a partial lease termination of a portion of the Campus Headquarters, which reduces cash available to us;Adjusted EBITDA does not reflect the non-cash impact of the gain on debt extinguishment;Adjusted EBITDA does not reflect the non-cash impact of the remeasurement of delayed draw term loan warrant liability;Adjusted EBITDA does not reflect the non-cash impact of the remeasurement of derivative liability;Adjusted EBITDA does not reflect Other, net, including interest income, gain on debt extinguishment and foreign currency transaction gains and losses, that may increase or decrease cash available to us; andother companies, including companies in our industry, may calculate Adjusted EBITDA differently, which reduces its usefulness as a comparative measure. The following tables present the reconciliation of Adjusted loss from operations, Adjusted operating margin, Adjusted net loss and Adjusted net loss per common share to their most comparable GAAP measures, loss from operations, loss from operations as a % of net revenues, net income (loss) and net income (loss) per share available to common stockholders—basic, each as reported (unaudited):

 Three Months Ended Six Months Ended(in thousands)June 27,
2026 June 28,
2025 June 27,
2026 June 28,
2025Loss from operations, as reported$(30,806) $(37,515) $(71,910) $(101,884)Non-cash charges related to the cessation of operational activities in China 1,560   1,739   2,106   3,822 Costs related to partial lease termination 387   499   773   499 Settlement related to dispute with former co- manufacturer (11,000)  —   (11,000)  — Adjusted loss from operations$(39,859) $(35,277) $(80,031) $(97,563)Loss from operations as a % of net revenues (44.8)%  (50.0)%  (56.6)%  (70.9)%Adjusted operating margin (57.9)%  (47.1)%  (63.0)%  (67.9)%  Three Months Ended Six Months Ended(in thousands)June 27,
2026 June 28,
2025 June 27,
2026 June 28,
2025Net income (loss), as reported$16,404  $(31,845) $(12,078) $(92,931)Non-cash charges related to the cessation of operational activities in China 1,560   1,739   2,106   3,822 Costs related to partial lease termination 387   499   773   499 Remeasurement of delayed draw term loan warrant liability 76   —   (1,224)  — Remeasurement of derivative liability 3,838   —   (8,053)  — Gain on debt extinguishment (57,729)  —   (63,789)  — Settlement related to dispute with former co- manufacturer (11,000)  —   (11,000)  — Adjusted net loss$(46,464) $(29,607) $(93,265) $(88,610)  Three Months Ended Six Months Ended(in thousands, except share and per share amounts)June 27,
2026 June 28,
2025 June 27,
2026 June 28,
2025Numerator:       Net income (loss), as reported$16,404  $(31,845) $(12,078) $(92,931)Non-cash charges related to the cessation of operational activities in China 1,560   1,739   2,106   3,822 Costs related to partial lease termination 387   499   773   499 Remeasurement of delayed draw term loan warrant liability 76   —   (1,224)  — Remeasurement of derivative liability 3,838   —   (8,053)  — Gain on debt extinguishment (57,729)  —   (63,789)  — Settlement related to dispute with former co- manufacturer$(11,000) $—  $(11,000) $— Adjusted net loss used in computing Adjusted net loss per common share$(46,464) $(29,607) $(93,265) $(88,610)Denominator:       Net income (loss) per share available to common stockholders — basic$0.03  $(0.42) $(0.03) $(1.22)Weighted average common shares outstanding — basic 501,304,934   76,491,594   476,742,903   76,348,524 Weighted average shares used in computing Adjusted net loss per common share 501,304,934   76,491,594   476,742,903   76,348,524 Adjusted net loss per common share$(0.09) $(0.39) $(0.20) $(1.16)
The following table presents the reconciliation of Adjusted EBITDA to its most comparable GAAP measure, net income (loss), as reported, for the respective periods presented (unaudited) (in thousands, except for percentages):

  Three Months Ended Six Months Ended  June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025Net income (loss), as reported $16,404  $(31,845) $(12,078) $(92,931)Income tax expense  —   —   —   — Interest expense  6,571   2,002   13,303   3,026 Depreciation and amortization expense(1)(2)  5,167   6,530   11,443   12,476 Share-based compensation expense  7,398   4,304   13,919   10,157 Non-cash charges related to the cessation of operational activities in China(3)  1,560   1,739   2,106   3,822 Costs related to partial lease termination, net of amounts included in depreciation and amortization expense  —   275   —   275 Remeasurement of delayed draw term loan warrant liability  76   —   (1,224)  — Remeasurement of derivative liability  3,838   —   (8,053)  — Gain on debt extinguishment  (57,729)  —   (63,789)  — Settlement related to dispute with former co-manufacturer  (11,000)  —   (11,000)  — Other, net(4)(5)  18   (7,731)  (101)  (12,049)Adjusted EBITDA $(27,697) $(24,726) $(55,474) $(75,224)Net loss as a % of net revenues  23.8%  (42.5)%  (9.5)%  (64.7)%Adjusted EBITDA as a % of net revenues  (40.2)%  (33.0)%  (43.7)%  (52.4)% _____________

(1)Excludes $1.6 million and $1.7 million in accelerated depreciation and other non-cash charges related to the reassessment of useful lives of certain assets resulting from the cessation of our operational activities in China in the three months ended June 27, 2026, and June 28, 2025, respectively, and $2.1 million and $3.8 million in the six months ended June 27, 2026, and June 28, 2025, respectively.(2)Includes $0.4 million and $0.8 million in amortization of lease termination costs apportioned for the three and six months ended June 27, 2026, respectively, and $0.3 million incurred in the three and six months ended June 28, 2025.(3)Includes $1.6 million and $1.7 million in accelerated depreciation and other non-cash charges related to the reassessment of useful lives of certain assets resulting from the cessation of our operational activities in China in the three months ended June 27, 2026, and June 28, 2025, respectively, and $2.1 million and $3.2 million, respectively, and $0 and $0.6 million in inventory and asset write-offs related to the cessation of operational activities in China in the six months ended June 27, 2026, and June 28, 2025, respectively.(4)Includes $(1.8) million and $7.5 million in net realized and unrealized foreign currency transaction (losses) gains in the three months ended June 27, 2026 and June 28, 2025, respectively and $(3.1) million and $11.0 million in net realized and unrealized foreign currency transaction (losses) gains in the six months ended June 27, 2026 and June 28, 2025, respectively.(5)Includes $1.5 million and $0.5 million in interest income in the three months ended June 27, 2026 and June 28, 2025, respectively, and $3.0 million and $1.4 million in interest income in the six months ended June 27, 2026 and June 28, 2025, respectively. ____________________

1 This release includes references to non-GAAP financial measures. Refer to “Non-GAAP Financial Measures” later in this release for the definitions of the non-GAAP financial measures presented and a reconciliation of these measures to their closest comparable GAAP measures.

The MetLife Inc building is seen in Manhattan, New York, U.S., December 7, 2021. REUTERS/Andrew Kelly Purchase Licensing Rights, opens new tab

CompaniesAug 5 (Reuters) - Life insurer MetLife (MET.N), opens new tab posted a jump in second-quarter adjusted profit on Wednesday, powered by strong underwriting ​and broad volume growth, with standout results ‌in Asia and Latin America.

The industry has continued to benefit from resilient demand, robust sales growth and disciplined underwriting, while ​elevated interest rates have lifted investment returns.

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MetLife ​said premiums, fees and other revenue increased 7% ⁠in the second quarter to $13.7 billion.

This typically reflects ​the income insurers earn from selling insurance policies, annuities ​and related financial products.

Group benefits, which include employer-sponsored insurance products, posted a 25% increase in adjusted profit to $503 million.

Asia adjusted ​earnings grew 21% in the quarter, on a ​reported basis, while Latin America logged a 15% increase.

"This quarter further ‌reinforces ⁠our ability to create value for shareholders across cycles," CEO Michel Khalaf said in a statement.

The company's second-quarter net investment income surged 18% to $6.7 billion.

Insurers typically ​generate investment ​income by ⁠investing premiums they collect, primarily in bonds and other low-risk assets.

MetLife said adjusted ​earnings per share rose 20% to $2.43 in ​the ⁠three months ended June 30.

Founded in 1868, MetLife operates in more than 40 markets and is one of ⁠the ​world's largest life insurers, offering insurance, ​annuities, employee benefits and asset management services to individuals and institutions.

Reporting ​by Manya Saini in Bengaluru; Editing by Sriraj Kalluvila

Our Standards: The Thomson Reuters Trust Principles., opens new tab

Second Quarter Performance Reflected Improving Market Stability and Continued Execution to Strengthen Goodyear's Competitive Position

Second Quarter 2026 Highlights
Net sales of $4.3 billion, decreasing 4.8% YoY; down 1.4% organically as a result of lower volumes

Tire unit volume of 36.5 million units, decreasing 4.0% YoY, improving from a 12% YoY decline during the first quarter as destocking pressure moderated and market conditions showed more stability

Goodyear OE volumes and market share grew across both consumer and commercial in each region, reflecting the strength of the product portfolio and supporting long-term replacement demand

Segment operating income of $36 million; strong results in Asia Pacific and improvement in EMEA offset by moderating headwinds in the Americas

Goodyear Forward delivered $95 million of benefits; manufacturing footprint optimization is underway with recently announced action providing ~$270 million in expected annual savings by 2028

, /PRNewswire/ -- The Goodyear Tire & Rubber Company (NASDAQ:GT) reported second quarter 2026 results today and the company will host an investor call tomorrow morning, Thursday, August 6, at 8:30 a.m. Eastern time led by Mark Stewart, Goodyear's chief executive officer and president, and Scott Deakin, the company's interim executive vice president and chief financial officer.

"We delivered second quarter results in line with our expectations, reflecting continued improvement in Asia Pacific and EMEA," said Stewart. "We're taking actions to improve performance in a competitive environment by strengthening our product lineup, building on original equipment growth across regions, and optimizing our manufacturing footprint. These actions are designed to strengthen our competitive position and deliver stronger profitability over time."

Financial Results
Goodyear's second quarter 2026 net sales were $4.3 billion, with tire unit volumes totaling 36.5 million. After adjusting for the impact of the sales of its Chemical business and the Dunlop brand of $153 million, organic net sales decreased 1.4% as a result of lower tire unit volume.

Second quarter 2026 Goodyear net loss was $204 million, or $0.71 per share, compared to Goodyear net income one year ago of $254 million, or $0.87 per share. Second quarter 2026 included several significant items, including, on a pre-tax basis, rationalization charges of $29 million. This significant item, and others, are excluded from adjusted earnings.

Second quarter 2026 adjusted net loss was $177 million, compared to adjusted net loss of $48 million in the prior year's quarter. Adjusted loss per share was $0.61, compared to an adjusted loss per share of $0.17 in the prior year's quarter. Per share amounts are diluted.

Segment Results
The company reported segment operating income of $36 million in the second quarter of 2026, compared to $159 million from one year ago.

After adjusting for the sales of its Chemical business and the Dunlop brand, segment operating income decreased $79 million. The decrease in segment operating income reflects the impact of lower volume of $132 million, higher tariffs and other costs of $100 million, and inflation of $53 million, partially offset by favorable price/mix versus raw material costs of $123 million and $95 million of benefits from Goodyear Forward.

Additional earnings materials can be found on Goodyear's investor relations website at http://investor.goodyear.com. 

Reconciliation of Non-GAAP Financial Measures
See "Non-GAAP Financial Measures" and "Financial Tables" for further explanation and reconciliation tables for historical Total Segment Operating Income and Margin; Adjusted Net Income (Loss); and Adjusted Diluted Earnings per Share, reflecting the impact of certain significant items on the 2026 and 2025 periods. Organic earnings measures exclude the impact of divestitures; see "Non-GAAP Financial Measures" for additional details.

Business Segment Results

AMERICAS

Second Quarter

Six Months

(In millions)

2026

2025

2026

2025

Tire Units

17.4

19.1

32.7

37.5

Net Sales

$2,382

$2,662

$4,445

$5,164

Segment Operating Income (Loss) 

$(10)

$141

$27

$296

Segment Operating Margin

(0.4 %)

5.3 %

0.6 %

5.7 %

Americas' second quarter 2026 net sales of $2.4 billion were 10.5% lower than the previous year, driven by a decline in consumer replacement volume and the sale of the Chemical business. Tire unit volume decreased 8.7%. Replacement tire unit volume decreased 13.0%, reflecting planned rationalization of lower-tier product offerings, lower industry sell-in volume in North America, and increased competition. Original Equipment (OE) tire unit volume increased 8.7%, reflecting market share gains.

Segment operating loss was $10 million, decreasing from $141 million in income last year. Excluding the impact of the sale of the Chemical business, Americas' segment operating income decreased $118 million driven by the impact of lower volume, inflation and other costs, partially offset by Goodyear Forward benefits and price/mix versus raw materials.

In July, the company announced the planned closure of its Fayetteville, North Carolina, facility as part of its strategy to align its footprint with its evolving product portfolio and improve the competitiveness of its manufacturing network in the Americas. This action is expected to generate approximately $90 million of Americas SOI improvement in 2027 and approximately $270 million annually beginning in 2028. Total pre-tax charges are expected to be between $535 million and $565 million, including $190 million to $210 million of cash costs, with the action expected to be substantially completed by the end of 2027.

EMEA

Second Quarter

Six Months

(In millions)

2026

2025

2026

2025

Tire Units

11.2

11.3

22.4

23.6

Net Sales

$1,372

$1,344

$2,735

$2,621

Segment Operating Income (Loss)

$(17)

$(25)

$(16)

$(30)

Segment Operating Margin

(1.2) %

(1.9) %

(0.6 %)

(1.1) %

EMEA's second quarter 2026 net sales of $1.4 billion increased 2.1% from second quarter 2025, driven by benefits from price/mix and currency, partly offset by lower tire volume, inclusive of the sale of the Dunlop brand. Replacement unit volume decreased 7.1%, driven by consumer market softness, increased competition and the planned rationalization of lower-tier product offerings. OE tire unit volume increased 8.3%, reflecting the tenth consecutive quarter of consumer market share gains.

Second quarter segment operating loss was $17 million, improving $8 million from the prior year. Excluding the impact of the sale of the Dunlop brand, EMEA's segment operating income increased $20 million driven by benefits from price/mix versus raw materials and Goodyear Forward, partly offset by higher costs, inflation and the impact of lower volume.

ASIA PACIFIC

Second Quarter

Six Months

(In millions)

2026

2025

2026

2025

Tire Units

7.9

7.5

15.4

15.3

Net Sales

$496

$459

$951

$933

Segment Operating Income 

$63

$43

$120

$88

Segment Operating Margin

12.7 %

9.4 %

12.6 %

9.4 %

Asia Pacific's second quarter 2026 net sales of $496 million were 8.1% higher than the previous year, as a result of higher volume and price/mix benefits. Tire unit volume increased 5.3%. Replacement volume increased 6.4% driven by higher consumer demand. OE volume increased 4.2% driven by growth primarily in China and Japan, reflecting consumer OE market share gains.

Second quarter 2026 segment operating income of $63 million was $20 million higher than the prior year driven by benefits from price/mix versus raw materials, Goodyear Forward and higher volume.

Conference Call
The company will host an investor call on Thursday, August 6, 2026, at 8:30 a.m. Eastern time. Please visit Goodyear's investor relations website: http://investor.goodyear.com, for additional earnings materials.

The investor call can be accessed on the website or via telephone by calling either (833) 419-0865 or (785) 838-9333 before 8:25 a.m. Eastern time and providing the conference ID "Goodyear." A replay will be available by calling (800) 723-1517 or (402) 220-2659. The replay will also be available on Goodyear's investor relations website.

About Goodyear
Goodyear is one of the world's largest tire companies. It employs about 63,000 people and manufactures its products in 48 facilities in 19 countries around the world. Its two Innovation Centers in Akron, Ohio, and Colmar-Berg, Luxembourg, strive to develop state-of-the-art products and services that set the technology and performance standard for the industry. For more information about Goodyear and its products, go to www.goodyear.com/corporate. 

Forward-Looking Statements
Certain information contained in this news release constitutes forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. There are a variety of factors, many of which are beyond our control, that affect our operations, performance, business strategy and results and could cause our actual results and experience to differ materially from the assumptions, expectations and objectives expressed in any forward-looking statements. These factors include, but are not limited to: our ability to implement successfully our strategic initiatives; actions and initiatives taken by both current and potential competitors; increases in the prices paid for raw materials and energy; inflationary cost pressures; delays or disruptions in our supply chain or the provision of services to us; a prolonged economic downturn or period of economic uncertainty; deteriorating economic conditions or an inability to access capital markets; a labor strike, work stoppage, labor shortage or other similar event; financial difficulties, work stoppages, labor shortages or supply disruptions at our suppliers or customers; the adequacy of our capital expenditures; changes in tariffs, trade agreements or trade restrictions; uncertainty regarding the timing and amount of any IEEPA tariff refund; foreign currency translation and transaction risks; our failure to comply with a material covenant in our debt obligations; potential adverse consequences of litigation involving the company; as well as the effects of more general factors such as changes in general market, economic or political conditions or in legislation, regulation or public policy. Additional factors are discussed in our filings with the Securities and Exchange Commission, including our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. In addition, any forward-looking statements represent our estimates only as of today and should not be relied upon as representing our estimates as of any subsequent date. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change.

Non-GAAP Financial Measures (unaudited)
This news release presents non-GAAP financial measures, including Total Segment Operating Income and Margin, Adjusted Net Income (Loss), Adjusted Diluted Earnings Per Share (EPS), and organic earnings measures, which are important financial measures for the company but are not financial measures defined by U.S. GAAP, and should not be construed as alternatives to corresponding financial measures presented in accordance with U.S. GAAP.

Total Segment Operating Income is the sum of the individual strategic business units' (SBUs') Segment Operating Income as determined in accordance with U.S. GAAP. Total Segment Operating Margin is Total Segment Operating Income divided by Net Sales as determined in accordance with U.S. GAAP. Management believes that Total Segment Operating Income and Margin are useful because they represent the aggregate value of income created by the company's SBUs and exclude items not directly related to the SBUs for performance evaluation purposes. The most directly comparable U.S. GAAP financial measures to Total Segment Operating Income and Margin are Goodyear Net Income (Loss) and Return on Net Sales (which is calculated by dividing Goodyear Net Income (Loss) by Net Sales).

Adjusted Net Income (Loss) is Goodyear Net Income (Loss) as determined in accordance with U.S. GAAP adjusted for certain significant items. Adjusted Diluted Earnings Per Share (EPS) is the company's Adjusted Net Income (Loss) divided by Weighted Average Shares Outstanding-Diluted as determined in accordance with U.S. GAAP. Management believes that Adjusted Net Income (Loss) and Adjusted Diluted Earnings Per Share (EPS) are useful because they represent how management reviews the operating results of the company excluding the impacts of rationalizations, asset write-offs, accelerated depreciation, discrete tax items, impairments, asset sales and certain other significant items.

Organic earnings measures, including organic Net Sales growth, are non-GAAP financial measures that exclude the direct impacts of the divestitures of the Dunlop brand and Chemical business from year-over-year comparisons. We believe these measures provide investors with a supplemental understanding of underlying earnings trends by providing comparisons on a constant basis. We completed the sale of the Dunlop brand and our Chemical business in May 2025 and October 2025, respectively.

It should be noted that other companies may calculate similarly-titled non-GAAP financial measures differently and, as a result, the measures presented herein may not be comparable to such similarly-titled measures reported by other companies. See the following tables for reconciliations of historical Total Segment Operating Income and Margin, Adjusted Net Income (Loss) and Adjusted Diluted Earnings Per Share to the most directly comparable U.S. GAAP financial measures.

The Goodyear Tire & Rubber Company and Subsidiaries

Financial Tables (Unaudited)

Table 1: Consolidated Statements of Operations

Three Months Ended

Six Months Ended

June 30,

June 30,

(In millions, except per share amounts)

2026

2025

2026

2025

Net Sales

$ 4,250

$ 4,465

$ 8,131

$ 8,718

Cost of Goods Sold

3,569

3,705

6,757

7,218

Selling, Administrative and General Expense

703

692

1,371

1,342

Rationalizations

29

59

133

140

Interest Expense

105

112

200

227

Other (Income) Expense

22

31

31

56

Net (Gain) Loss on Asset Sales

(17)

(439)

(20)

(701)

Income (Loss) before Income Taxes

(161)

305

(341)

436

United States and Foreign Tax Expense

46

24

112

37

Net Income (Loss)

(207)

281

(453)

399

Less: Minority Shareholders' Net Income (Loss)

(3)

27

—

30

Goodyear Net Income (Loss)

$  (204)

$   254

$ (453)

$   369

Goodyear Net Income (Loss) — Per Share of Common Stock

Basic

$ (0.71)

$  0.88

$ (1.57)

$  1.28

Weighted Average Shares Outstanding

289

287

289

287

Diluted

$ (0.71)

$  0.87

$ (1.57)

$  1.27

Weighted Average Shares Outstanding

289

290

289

290

Table 2: Consolidated Balance Sheets

June 30,

December 31,

(In millions, except share data)

2026

2025

Assets:

Current Assets:

     Cash and Cash Equivalents

$             861

$             801

Accounts Receivable, less Allowance — $84 ($89 in 2025)

2,728

2,341

     Inventories:

          Raw Materials

633

616

          Work in Process

193

195

          Finished Products

3,090

2,761

3,916

3,572

     Assets Held for Sale

—

58

     Prepaid Expenses and Other Current Assets

407

446

          Total Current Assets

7,912

7,218

Goodwill

44

42

Intangible Assets

651

663

Deferred Income Taxes

352

348

Other Assets

1,121

1,096

Operating Lease Right-of-Use Assets

972

998

Property, Plant and Equipment, less Accumulated Depreciation — $12,400 ($12,390 in 2025)

7,598

7,843

          Total Assets

$          18,650

$           18,208

Liabilities:

Current Liabilities:

     Accounts Payable — Trade

$            3,878

$            3,879

     Compensation and Benefits

575

578

     Other Current Liabilities

1,215

1,259

     Notes Payable and Overdrafts

359

506

     Operating Lease Liabilities due Within One Year

191

196

     Long Term Debt and Finance Leases due Within One Year

1,059

364

          Total Current Liabilities

7,277

6,782

     Operating Lease Liabilities

832

862

     Long Term Debt and Finance Leases

5,772

5,328

     Compensation and Benefits

765

787

     Deferred Income Taxes

102

105

     Other Long Term Liabilities

901

941

          Total Liabilities

15,649

14,805

Commitments and Contingent Liabilities

Shareholders' Equity:

Goodyear Shareholders' Equity:

     Common Stock, no par value:

Authorized, 450 million shares, Outstanding shares — 288 million in 2026 (286 million in 2025)

288

286

     Capital Surplus

3,178

3,175

     Retained Earnings

2,907

3,360

     Accumulated Other Comprehensive Loss

(3,534)

(3,588)

          Goodyear Shareholders' Equity

2,839

3,233

Minority Shareholders' Equity — Nonredeemable

162

170

          Total Shareholders' Equity

3,001

3,403

          Total Liabilities and Shareholders' Equity

$          18,650

$           18,208

Table 3: Consolidated Statements of Cash Flows

Six Months Ended

June 30,

(In millions)

2026

2025

Cash Flows from Operating Activities:

Net Income (Loss)

$            (453)

$             399

     Adjustments to Reconcile Net Income (Loss) to Cash Flows from Operating Activities:

          Depreciation and Amortization

474

544

          Amortization and Write-Off of Debt Issuance Costs

6

10

          Provision for Deferred Income Taxes

(8)

(55)

          Net Pension Curtailments and Settlements

—

4

          Net Rationalization Charges

133

140

          Rationalization Payments

(123)

(204)

          Net (Gain) Loss on Asset Sales

(20)

(701)

          Operating Lease Expense

150

159

          Operating Lease Payments

(137)

(141)

          Pension Contributions and Direct Payments

(22)

(53)

     Changes in Operating Assets and Liabilities, Net of Asset Acquisitions and Dispositions:

          Accounts Receivable

(340)

(498)

          Inventories

(340)

(512)

          Accounts Payable — Trade

60

(59)

          Compensation and Benefits

39

2

          Other Current Liabilities

(21)

312

          Other Assets and Liabilities

(18)

(65)

     Total Cash Flows from Operating Activities

(620)

(718)

Cash Flows from Investing Activities:

          Capital Expenditures

(342)

(466)

          Asset Dispositions

3

1,328

          Other Transactions

—

(25)

     Total Cash Flows from Investing Activities

(339)

837

Cash Flows from Financing Activities:

          Short Term Debt and Overdrafts Incurred

362

557

          Short Term Debt and Overdrafts Paid

(506)

(632)

          Long Term Debt Incurred

5,803

8,888

          Long Term Debt Paid

(4,630)

(8,925)

          Other Transactions

(9)

5

     Total Cash Flows from Financing Activities

1,020

(107)

Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash

(6)

26

     Net Change in Cash, Cash Equivalents and Restricted Cash

55

38

Cash, Cash Equivalents and Restricted Cash at Beginning of the Period

910

864

     Cash, Cash Equivalents and Restricted Cash at End of the Period

$             965

$             902

Table 4: Reconciliation of Segment Operating Income & Margin

Three Months Ended

Six Months Ended

June 30,

June 30,

(In millions)

2026

2025

2026

2025

Total Segment Operating Income

$       36

$     159

$     131

$     354

     Less:

          Rationalizations

29

59

133

140

          Interest Expense

105

112

200

227

          Other (Income) Expense

22

31

31

56

          Net (Gain) Loss on Asset Sales

(17)

(439)

(20)

(701)

          Asset Write-Offs, Accelerated Depreciation, and Accelerated Lease Costs, net

—

41

16

87

          Corporate Incentive Compensation Plans

8

20

31

36

          Retained Expenses of Divested Operations

3

1

6

3

          Other

47

29

75

70

Income (Loss) before Income Taxes

$    (161)

$     305

$    (341)

$     436

United States and Foreign Tax Expense

46

24

112

37

Less: Minority Shareholders' Net Income (Loss)

(3)

27

—

30

Goodyear Net Income (Loss)

$    (204)

$     254

$    (453)

$     369

Net Sales

$  4,250

$  4,465

$  8,131

$  8,718

Return on Net Sales

(4.8) %

5.7 %

(5.6) %

4.2 %

Total Segment Operating Margin

0.8 %

3.6 %

1.6 %

4.1 %

Table 5: Reconciliation of Adjusted Net Income (Loss) and Adjusted Diluted Earnings Per Share

Second Quarter 2026

(In millions, except per share amounts)

As Reported

Rationalizations,
Asset Write-offs,
Accelerated
Depreciation and
Leases

Colombia
Labor Strike

Indirect Tax
Settlements
and Discrete
Tax Items

Asset and
Other Sales

As Adjusted

Net Sales

$     4,250

$              —

$         —

$          —

$          —

$        4,250

Cost of Goods Sold

3,569

—

(7)

—

—

3,562

Gross Margin

681

—

7

—

—

688

SAG

703

—

—

—

—

703

Rationalizations

29

(29)

—

—

—

—

Interest Expense

105

—

—

—

—

105

Other (Income) Expense

22

—

—

—

—

22

Net (Gain) Loss on Asset Sales

(17)

—

—

—

17

—

Pre-tax Income (Loss)

(161)

29

7

—

(17)

(142)

Taxes

46

—

—

(5)

(3)

38

Minority Interest

(3)

—

—

—

—

(3)

Goodyear Net Income (Loss)

$     (204)

$              29

$           7

$           5

$        (14)

$         (177)

EPS

$    (0.71)

$           0.10

$      0.02

$      0.02

$     (0.04)

$        (0.61)

Second Quarter 2025

(In millions, except per share amounts)

As Reported

Rationalizations,
Asset Write-offs,
Accelerated
Depreciation
and Leases

Goodyear
Forward and
Other
Transaction
Costs

Indirect Tax
Settlements
and
Discrete Tax
Items

Asset and
Other Sales

As
Adjusted

Net Sales

$    4,465

$              —

$           —

$        —

$          —

$    4,465

Cost of Goods Sold

3,705

(40)

—

—

—

3,665

Gross Margin

760

40

—

—

—

800

SAG

692

(1)

(3)

—

—

688

Rationalizations

59

(59)

—

—

—

—

Interest Expense

112

—

—

—

—

112

Other (Income) Expense

31

—

(2)

—

—

29

Net (Gain) Loss on Asset Sales

(439)

—

—

—

439

—

Pre-tax Income (Loss)

305

100

5

—

(439)

(29)

Taxes

24

8

2

4

(21)

17

Minority Interest

27

—

—

—

(25)

2

Goodyear Net Income (Loss)

$     254

$             92

$            3

$          (4)

$      (393)

$       (48)

EPS

$    0.87

$          0.33

$       0.01

$     (0.02)

$     (1.36)

$    (0.17)

Six Months 2026

(In millions, except  per share amounts)

As Reported

Rationalizations,
Asset Write-offs,
Accelerated
Depreciation
and Leases

Indirect Tax
Settlements and
Discrete Tax Items

Colombia
Labor Strike

Asset and
Other Sales

As Adjusted

Net Sales

$     8,131

$              —

$              —

$          —

$          —

$        8,131

Cost of Goods Sold

6,757

(15)

(8)

(7)

—

6,727

Gross Margin

1,374

15

8

7

—

1,404

SAG

1,371

(1)

—

—

—

1,370

Rationalizations

133

(133)

—

—

—

—

Interest Expense

200

—

—

—

—

200

Other (Income) Expense

31

—

—

—

—

31

Net (Gain) Loss on Asset Sales

(20)

—

—

—

20

—

Pre-tax Income (Loss)

(341)

149

8

7

(20)

(197)

Taxes

112

8

(25)

—

(3)

92

Minority Interest

—

1

—

—

—

1

Goodyear Net Income (Loss)

$     (453)

$            140

$               33

$           7

$        (17)

$         (290)

EPS

$    (1.57)

$           0.48

$            0.12

$      0.02

$     (0.05)

$        (1.00)

Six Months 2025

(In millions, except per share amounts)

As Reported

Rationalizations,
Asset Write-offs,
Accelerated
Depreciation
and Leases

Goodyear
Forward and
Other
Transaction
Costs

Pension
Settlement
Charges

Indirect Tax
Settlements
and
Discrete Tax
Items

Asset and
Other Sales

As
Adjusted

Net Sales

$    8,718

$             —

$           —

$           —

$           —

$           —

$     8,718

Cost of Goods Sold

7,218

(83)

—

—

—

—

7,135

Gross Margin

1,500

83

—

—

—

—

1,583

SAG

1,342

(4)

(5)

—

—

—

1,333

Rationalizations

140

(140)

—

—

—

—

—

Interest Expense

227

—

—

—

—

—

227

Other (Income) Expense

56

—

(6)

(4)

—

—

46

Net (Gain) Loss on Asset Sales

(701)

—

—

—

—

701

—

Pre-tax Income (Loss)

436

227

11

4

—

(701)

(23)

Taxes

37

30

3

1

5

(46)

30

Minority Interest

30

1

—

—

—

(25)

6

Goodyear Net Income (Loss)

$     369

$           196

$            8

$           3

$          (5)

$      (630)

$       (59)

EPS

$    1.27

$          0.69

$       0.03

$      0.01

$     (0.02)

$     (2.19)

$    (0.21)

SOURCE The Goodyear Tire & Rubber Company

The eBay logo is displayed at the eBay booth during CES 2026, an annual consumer electronics trade show, in Las Vegas, Nevada, U.S., January 6, 2026. REUTERS/Steve Marcus Purchase Licensing Rights, opens new tab

Aug 5 (Reuters) - EBay (EBAY.O), opens new tab forecast third-quarter revenue above Wall Street estimates ​on Wednesday, leaning on its push ‌into authenticated luxury goods, collectibles and refurbished products to bring more high-value buyers to its ​online marketplace.

The company has sharpened ​its focus on enthusiast buyers through "focus categories" ⁠where buyers value selection and specialist ​services. These include trading cards and other ​collectibles, auto parts and accessories and refurbished electronics.

Get a daily digest of breaking business news straight to your inbox with the Reuters Business newsletter. Sign up here.

The online retailer forecast revenue to be between $3.07 billion ​and $3.12 billion for the quarter, compared ​with analysts' average estimate of $2.97 billion, according to ‌data ⁠compiled LSEG.

Gross merchandise volume, a key industry metric measuring the total value of all goods sold on the platform, rose ​15% to $22.4 ​billion for ⁠the quarter ended June 30.

Revenue of $3.13 billion beat analysts' estimate ​of $3.02 billion.

EBay in May rebuffed ​GameStop's ⁠roughly $56 billion unsolicited bid as "neither credible nor attractive", but GameStop CEO Ryan Cohen has ⁠said ​he plans to continue ​pursuing a combination.

Reporting by Juby Babu in Mexico City; ​Editing by Sriraj Kalluvila and Shilpi Majumdar

Our Standards: The Thomson Reuters Trust Principles., opens new tab

, /PRNewswire/ -- Albemarle Corporation (NYSE: ALB), a global leader in providing essential elements for mobility, energy, connectivity and health, today announced its results for the second quarter ended June 30, 2026.

Second Quarter 2026 and Recent Highlights
(Unless otherwise stated, all percentage changes represent year-over-year comparisons and do not exclude the prior-period results of Ketjen's refining catalyst solutions business in which the company sold a 51% stake on March 2, 2026)

Net sales of $1.7 billion, up 31% due to higher pricing in Energy Storage (+73%) and higher pricing and volumes in Specialties (price +11%, volume +8%). Net income of $480 million, or $3.52 per diluted share attributable to common shareholders.   Adjusted EBITDA(a) of $858 million; up 155% due primarily to higher pricing in Energy Storage, increased pricing and volumes in Specialties and ongoing cost and productivity improvements. Adjusted EBITDA expanded in both Energy Storage (+229%) and Specialties (+61%). Cash from operating activities of $710 million and free cash flow of $638 million(a). Operating cash flow conversion of 83%(a), primarily driven by timing of an increased dividend from the Talison joint venture and non-recurring working capital benefits. Delivered $100 million in year-to-date run-rate cost and productivity improvements, tracking towards the high end of our full-year target of $100 to $150 million. Improving full-year 2026 outlook considerations including: Increasing full-year Specialties net sales outlook to $1.4 to $1.6 billion and adjusted EBITDA outlook to $275 to $325 million, due to stronger-than-expected pricing and volume performance year to date. Expect minimal impact to Energy Storage sales volume related to the fire at Talison CGP3 which occurred on June 9, in part due to better-than-planned output from the Wodgina mine. Reducing full-year capital expenditure forecast to approximately $500 million due to ongoing capital efficiency improvements. (a) See Non-GAAP Reconciliations for further details.

"Albemarle delivered another quarter of strong results, reflecting improved pricing, continued strength in Specialties, disciplined cost and productivity execution, and strong cash generation," said Kent Masters, Chairman and CEO. "We continue to see resilient demand fundamentals across our core markets, including energy storage, electric vehicles, and semiconductors. We are advancing our highest value organic growth opportunities while maintaining a disciplined approach to capital allocation and execution."

Second Quarter 2026 Results

In millions, except per share amounts

Q2 2026

Q2 2025

$ Change

% Change

Net sales

$   1,743.3

$   1,330.0

$      413.3

31.1 %

Net income attributable to Albemarle Corporation

$      480.0

$       22.9

$      457.1

1,996.2 %

Adjusted EBITDA(a)

$      858.1

$      336.5

$      521.6

155.0 %

Diluted income (loss) per share attributable to common
shareholders

$        3.52

$      (0.16)

$       3.68

NM

   Non-recurring and other unusual items(a)

0.22

0.27

Adjusted diluted income per share attributable to
common shareholders(a)(b)

$       3.75

$       0.11

$       3.64

NM

(a) See Non-GAAP Reconciliations for further details.

(b) Totals may not add due to rounding.

Net sales for the second quarter of 2026 were $1.7 billion compared to $1.3 billion for the prior-year quarter, up 31%, driven primarily by higher prices in both Energy Storage and Specialties and volume growth in Specialties. Adjusted EBITDA of $858 million increased by $522 million from the prior-year quarter, primarily due to higher net sales and ongoing cost and productivity improvements.

Net income attributable to Albemarle of $480 million increased year over year by $457 million. The effective income tax rate for the second quarter of 2026 was 21.3% or 19.1% on an adjusted basis.

Energy Storage Results

In millions

Q2 2026

Q2 2025

$ Change

% Change

Net Sales

$       1,276.7

$         717.7

$         559.0

77.9 %

Sales Volume (kT LCE)(a)

65

59

6

11.0 %

Avg. Realized Price ($/kg LCE)(a)

$         19.53

$         12.17

$           7.36

60.5 %

Adjusted EBITDA

$         723.5

$         219.7

$         503.7

229.3 %

(a) Includes aggregated salts and spodumene sales on a lithium carbonate equivalent (LCE) basis.

Energy Storage net sales for the second quarter of 2026 were $1.3 billion, an increase of $559 million, or 78%, due to higher pricing. Adjusted EBITDA of $723 million increased $504 million, or 229%, primarily due to higher lithium pricing partially offset by higher CORFO commissions.

Specialties Results

In millions

Q2 2026

Q2 2025

$ Change

% Change

Net Sales

$         423.5

$         351.6

$           71.9

20.5 %

Adjusted EBITDA

$         117.7

$           73.0

$           44.7

61.3 %

Specialties net sales for the second quarter of 2026 were $423 million, an increase of $72 million, or 20%, primarily due to higher volumes (+8%) and pricing (+11%). Adjusted EBITDA of $118 million increased $45 million, or 61%, primarily due to higher volumes and favorable pricing in bromine and derivatives, along with continued productivity improvements and proactive management of cost escalations driven by the conflict in the Middle East. 

2026 Outlook Considerations

Total Corporate Outlook Considerations
The table below reflects expected outcomes for the total company based on recently observed lithium market price scenarios. Outlook ranges for each scenario are based on variation in sales volume and product mix. Energy Storage production volumes are expected to increase year over year. Sales volumes are expected to be in the range of 225 to 235 kilotons lithium carbonate equivalent, as increased Wodgina volumes partially offset a delay in the Talison CGP3 ramp due to a fire that occurred on June 9. All three scenarios assume flat market pricing flowing through Energy Storage's current contract book which includes approximately 40% of salts volume (or one-third of total volumes) on long-term agreements. Scenarios also assume that spodumene pricing averages 10% of the lithium carbonate equivalent (LCE) price, while other costs are assumed to be constant.

Total Corporate FY 2026E

Observed market price case(a)

FY 2025 avg.

Q1 2026 avg.

2021-2025 avg.

Average lithium market price ($/kg LCE)(a)

~$10

~$20

~$30

Net sales

$4.1 - $4.3 billion

$5.7 - $6.0 billion

$7.5 - $7.8 billion

Adjusted EBITDA(b)

$0.9 - $1.0 billion

$2.4 - $2.6 billion

$4.2 - $4.4 billion

(a) Price represents blend of relevant market pricing including spot and regional indices for the periods referenced.

(b) The Company does not provide a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable financial measures calculated and reported in accordance with GAAP, as the company is unable to estimate significant non-recurring or unusual items without unreasonable effort. See "Additional Information Regarding Non-GAAP Measures" for more information.

Energy Storage Market Price Scenarios

Energy Storage FY 2026E

Observed market price case(a)

FY 2025 avg.

Q1 2026 avg.

2021-2025 avg.

Average lithium market price ($/kg LCE)(a)

~$10

~$20

~$30

Net sales

$2.5 - $2.6 billion

$4.0 - $4.2 billion

$5.9 - $6.1 billion

Adjusted EBITDA

$0.7 - $0.8 billion

$2.1 - $2.3 billion

$3.9 - $4.1 billion

Equity in net income of unconsolidated investments
(net of tax)(b)

$0.2 - $0.3 billion

$0.6 - $0.7 billion

$1.0 - $1.1 billion

(a) Price represents blend of relevant market pricing including spot and regional indices for the periods referenced.

(b) Included in adjusted EBITDA on a pre-tax basis.

Specialties Outlook Considerations
Specialties net sales and adjusted EBITDA outlook is improved primarily due to strong year to date performance driven by volume growth in bromine specialties and cost and productivity improvements. Our outlook continues to reflect modest volume growth in key end markets led by semiconductors, oil and gas, flame retardants and pharmaceuticals partially offset by expected softness in automotive and petrochemicals. Second-half outlook assumes stabilization in the bromine market and continued uncertainties including the situation in the Middle East. Operations at the Jordan Bromine Company (JBC) joint venture are in line with expectations as it continues to navigate geopolitical tensions in the region.

Segment FY 2026E

Specialties net sales

$1.4 - $1.6 billion

Specialties adjusted EBITDA

$275 - $325 million

Other Corporate Outlook Considerations
Albemarle expects its full-year 2026 capital expenditures to be approximately $500 million, down 15% compared to 2025 due to ongoing capital efficiency improvements.

Following the sale of a controlling stake in Ketjen's refining catalyst solutions business, announced on March 2, 2026, the refining catalyst business earnings are now classified as equity income and included in Corporate, as are the results of the retained Performance Catalyst Solutions (PCS) business. The adjusted EBITDA and equity income contributions from these are expected to be immaterial post transaction.

Interest and financing expense is expected to be between $120 and $140 million for 2026 following the debt reduction actions completed in the first quarter of 2026.

Other Corporate FY 2026E

Capital expenditures

~$500 million

Depreciation and amortization

$660 - $680 million

Adjusted effective tax rate(a)

(50)% - 30%

Corporate adjusted EBITDA (incl. FX, Ketjen equity income & PCS)

($20) - $20 million

Interest and financing expenses

$120 - $140 million

Weighted-average common shares outstanding (diluted)(b)

~136 million

(a)  Adjusted effective tax rate dependent on lithium market prices and geographic income mix

(b)  Diluted weighted-average common shares outstanding amount assumes the conversion of preferred stock and the net income attributable to common shareholders will not be reduced by mandatory convertible preferred stock dividends. If the reduction of mandatory convertible preferred stock dividends results in a more dilutive earnings per share, the diluted weighted-average common shares outstanding will not assume conversion of the preferred stock.

Cash Flow and Capital Deployment
Cash from operations of $1.1 billion in the first half of 2026 increased $518 million compared to the prior-year period. Capital expenditures of $170 million in the first six months of 2026 decreased by $132 million versus the prior-year period.

Balance Sheet and Liquidity
As of June 30, 2026, Albemarle had estimated liquidity of approximately $3.2 billion, including $1.6 billion of cash and cash equivalents, $1.5 billion available under our revolver and $78 million available under other credit lines. Total debt was $1.9 billion, representing a net debt to adjusted EBITDA ratio (as defined in our credit agreement) of approximately 0.5(a).

(a) See Non-GAAP Reconciliations for further details.

Earnings Call

Date:

Thurs., August 6, 2026

Time:

8:00 AM Eastern time

Dial-in (U.S.):

1-800-590-8290

Dial-in (International):

1-240-690-8800

Conference ID:

ALBQ2

The company's earnings presentation and supporting material are available on Albemarle's website at https://investors.albemarle.com.

About Albemarle
Albemarle Corporation (NYSE: ALB) is a world leader in transforming essential resources into critical ingredients for mobility, energy, connectivity and health. We partner to pioneer new ways to move, power, connect and protect with people and planet in mind. A reliable and high-quality global supply of lithium and bromine allows us to deliver advanced solutions for our customers. Learn more about how the people of Albemarle are enabling a more resilient world at Albemarle.com.

Albemarle regularly posts information to Albemarle.com, including notification of events, news, financial performance, investor presentations and webcasts, non-GAAP reconciliations, U.S. Securities and Exchange Commission filings and other information regarding the company, its businesses and the markets it serves.

Forward-Looking Statements
This press release contains statements concerning our expectations, anticipations and beliefs regarding the future, which constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are based on assumptions that we have made as of the date hereof and are subject to known and unknown risks and uncertainties, often contain words such as "ambition," "anticipate," "believe," "estimate," "expect," "goal," "guidance," "intend," "may," "outlook," "scenario," "should," "would," and "will."  Forward-looking statements may include statements regarding: our 2026 company and segment outlooks, including expected market pricing of lithium carbonate equivalent and spodumene and other underlying assumptions and outlook consideration; plans and expectations regarding customer demand and sales; production impacts; financial flexibility and optionality; expected or actual market pricing of lithium, spodumene, bromine, and lithium specialties ("Company Products"); supply and demand for Company Products; drivers of long-term demand and growth; other underlying assumptions and outlook considerations; expected capital allocation and expenditure amounts and the corresponding impact on cash flow; expected impact of tariffs and other trade restrictions; plans and expectations regarding other mining interests, resources, reserves, projects and activities, compound annual growth rate, cost reductions, conversion network optimization, margin improvement, accounting charges, and all other information relating to matters that are not historical facts. Factors that could cause Albemarle's actual results to differ materially from the outlook expressed or implied in any forward-looking statement include: changes in economic and business conditions; changes in trade policies and tariffs; and the financial and operating performance of customers; timing and magnitude of customer orders; fluctuations in market pricing of lithium carbonate equivalent and spodumene; potential production volume shortfalls; increased competition and pressure to renegotiate contract terms; changes in product or conversion demand; availability and cost of raw materials and energy; technological change and development; fluctuations in foreign currencies; changes in laws and government regulation; regulatory actions, proceedings, claims or litigation; cyber-security breaches, terrorist attacks, industrial accidents or natural disasters; risks related to the integration of artificial intelligence technologies into our operations; geopolitical conflicts and political unrest affecting global trade, including tensions in the Middle East; the global economy and clean energy initiatives; our ability to retain key personnel and attract new skilled personnel changes in inflation or interest rates; volatility and uncertainties  in the debt and equity markets; acquisition and divestiture transactions; timing and success of projects; expected benefits and expenses from new operating structure and asset optimization activities; performance of Albemarle's partners in joint ventures and other projects; changes in credit ratings; and the other factors detailed from time to time in the reports Albemarle files with the SEC, including those described under "Risk Factors" in Albemarle's most recent Annual Report on Form 10-K and any subsequently filed Quarterly Reports on Form 10-Q, which are filed with the SEC and available on the investor section of Albemarle's website (investors.albemarle.com) and on the SEC's website at www.sec.gov. These forward-looking statements speak only as of the date of this press release. Albemarle assumes no obligation to provide any revisions to any forward-looking statements should circumstances change, except as otherwise required by securities and other applicable laws.

Albemarle Corporation and Subsidiaries

Consolidated Statements of Income

(In Thousands Except Per Share Amounts) (Unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

2026

2025

2026

2025

Net sales

$ 1,743,313

$ 1,329,992

$ 3,172,044

$ 2,406,873

Cost of goods sold

1,153,012

1,133,116

2,080,777

2,053,698

Gross profit

590,301

196,876

1,091,267

353,175

Selling, general and administrative expenses

126,353

132,457

263,759

255,959

Restructuring charges and asset write-offs

7,337

4,448

33,203

3,385

Research and development expenses

3,667

12,444

12,837

26,543

Loss on sale of business

—

—

95,018

—

Operating income

452,944

47,527

686,450

67,288

Interest and financing expenses

(30,924)

(49,939)

(64,045)

(98,916)

Other income (expenses), net

19,629

(6,559)

73,439

3,691

Income (loss) before income taxes and equity in net
income of unconsolidated investments

441,649

(8,971)

695,844

(27,937)

Income tax expense

94,002

34,094

115,513

30,116

Income (loss) before equity in net income of
unconsolidated investments

347,647

(43,065)

580,331

(58,053)

Equity in net income of unconsolidated investments
(net of tax)

151,564

78,258

247,857

142,544

Net income

499,211

35,193

828,188

84,491

Net income attributable to noncontrolling interests

(19,252)

(12,296)

(29,138)

(20,246)

Net income attributable to Albemarle Corporation

479,959

22,897

799,050

64,245

Mandatory convertible preferred stock dividends

(41,687)

(41,687)

(83,375)

(83,375)

Net income (loss) attributable to Albemarle Corporation
common shareholders

$   438,272

$   (18,790)

$   715,675

$   (19,130)

Basic earnings (loss) per share attributable to common
shareholders

$        3.72

$      (0.16)

$        6.07

$      (0.16)

Diluted earnings (loss) per share attributable to
common shareholders

$        3.52

$      (0.16)

$        5.87

$      (0.16)

Weighted-average common shares outstanding – basic

117,961

117,665

117,907

117,634

Weighted-average common shares outstanding –
diluted

136,212

117,665

136,170

117,634

Albemarle Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

(In Thousands) (Unaudited)

June 30,

December 31,

2026

2025

ASSETS

Current assets:

Cash and cash equivalents

$       1,631,688

$       1,618,001

Trade accounts receivable

603,805

593,502

Other accounts receivable

123,870

105,110

Inventories

1,384,563

1,179,271

Other current assets

200,275

140,440

Current assets held for sale

—

371,815

Total current assets

3,944,201

4,008,139

Property, plant and equipment

11,902,156

11,768,840

Less accumulated depreciation and amortization

3,442,831

3,156,429

Net property, plant and equipment

8,459,325

8,612,411

Investments

1,109,241

900,926

Other assets

707,577

647,185

Goodwill

1,482,672

1,499,657

Other intangibles, net of amortization

202,079

214,233

Noncurrent assets held for sale

—

491,660

Total assets

$     15,905,095

$     16,374,211

LIABILITIES AND EQUITY

Current liabilities:

Accounts payable to third parties

$         670,229

$         779,160

Accounts payable to related parties

445,421

134,369

Accrued expenses

507,556

521,831

Current portion of long-term debt

74,677

74,077

Dividends payable

61,514

61,387

Income taxes payable

131,703

35,467

Current liabilities held for sale

—

191,753

Total current liabilities

1,891,100

1,798,044

Long-term debt

1,802,107

3,119,464

Postretirement benefits

45,198

44,744

Pension benefits

105,729

117,361

Other noncurrent liabilities

1,158,555

1,084,892

Deferred income taxes

368,552

368,275

Noncurrent liabilities held for sale

—

59,970

Commitments and contingencies

Equity:

Albemarle Corporation shareholders' equity:

Common stock

1,180

1,178

Mandatory convertible preferred stock

2,235,105

2,235,105

Additional paid-in capital

3,048,664

3,018,213

Accumulated other comprehensive loss

(243,599)

(334,807)

Retained earnings

5,233,819

4,613,676

Total Albemarle Corporation shareholders' equity

10,275,169

9,533,365

Noncontrolling interests

258,685

248,096

Total equity

10,533,854

9,781,461

Total liabilities and equity

$     15,905,095

$     16,374,211

Albemarle Corporation and Subsidiaries

Selected Consolidated Cash Flow Data

(In Thousands) (Unaudited)

Six Months Ended

June 30,

2026

2025

Cash and cash equivalents at beginning of year

$  1,618,001

$  1,192,230

Cash flows from operating activities:

Net income

828,188

84,491

Adjustments to reconcile net income to cash flows from operating activities:

Depreciation and amortization

313,606

330,485

Loss on sale of business

95,018

—

Gain on sale of equity investment

(42,300)

—

Stock-based compensation and other

14,661

17,068

Equity in net income of unconsolidated investments (net of tax)

(247,857)

(142,544)

Dividends received from unconsolidated investments and nonmarketable
securities

131,744

67,765

Pension and postretirement expense

5,299

3,504

Pension and postretirement contributions

(14,298)

(9,934)

Unrealized (gain) loss on investments in marketable securities

(2,792)

4,984

Gain on early extinguishment of debt

(12,543)

—

Deferred income taxes

(19,798)

(38,907)

Working capital changes

(53,125)

(96,762)

Noncurrent liability changes and other, net

60,438

318,030

Net cash provided by operating activities

1,056,241

538,180

Cash flows from investing activities:

Capital expenditures

(170,407)

(302,252)

Proceeds from sale of businesses, net of cash sold

525,156

—

Proceeds from sale of property and equipment

—

23,751

Proceeds from sale of investments

123,270

—

Proceeds from sale of available for sale debt securities

—

288,000

(Payments) proceeds from settlement of foreign currency forward contracts,
net

(18,772)

171,262

Sales of marketable securities, net

1,392

2,971

Investments in equity investments and nonmarketable securities

(119)

(120)

Net cash provided by investing activities

460,520

183,612

Cash flows from financing activities:

Repayments of long-term debt and credit agreements

(1,314,151)

(29,103)

Proceeds from borrowings of long-term debt and credit agreements

35,952

19,488

Other debt repayments, net

(12,309)

(2,427)

Fees related to early extinguishment of debt

(1,686)

—

Dividends paid to common shareholders

(95,372)

(95,244)

Dividends paid to mandatory convertible preferred shareholders

(83,375)

(83,375)

Dividends paid to noncontrolling interests

(37,463)

(18,169)

Proceeds from exercise of stock options

19,635

1,186

Withholding taxes paid on stock-based compensation award distributions

(4,199)

(2,941)

Other

(438)

(55)

Net cash used in financing activities

(1,493,406)

(210,640)

Net effect of foreign exchange on cash and cash equivalents

(9,668)

103,447

Increase in cash and cash equivalents

13,687

614,599

Cash and cash equivalents at end of period

$  1,631,688

$  1,806,829

Albemarle Corporation and Subsidiaries

Consolidated Summary of Segment Results

(In Thousands) (Unaudited) 

Three Months Ended

Six Months Ended

June 30,

June 30,

2026

2025

2026

2025

Net sales:

Energy Storage

$             1,276,684

$                717,656

$             2,167,849

$             1,242,221

Specialties

423,484

351,560

781,897

672,574

Total segment net sales

1,700,168

1,069,216

2,949,746

1,914,795

Corporate and all other

43,145

260,776

222,298

492,078

Total net sales

$             1,743,313

$             1,329,992

$             3,172,044

$             2,406,873

Adjusted EBITDA:

Energy Storage

$                723,457

$                219,725

$             1,274,813

$                406,080

Specialties

117,720

72,977

193,849

131,643

Total segment adjusted EBITDA

841,177

292,702

1,468,662

537,723

Corporate and all other

16,920

43,773

53,249

65,896

Total adjusted EBITDA

$                858,097

$                336,475

$             1,521,911

$                603,619

See accompanying non-GAAP reconciliations below.

Additional Information Regarding Non-GAAP Measures

It should be noted that adjusted net income attributable to Albemarle Corporation, adjusted net income (loss) attributable to Albemarle Corporation common shareholders, adjusted diluted income (loss) per share attributable to common shareholders, non-operating pension and other post-employment benefit ("OPEB") items per diluted share, non-recurring and other unusual items per diluted share, adjusted effective income tax rates, EBITDA, adjusted EBITDA (on a consolidated basis), EBITDA margin, adjusted EBITDA margin, operating cash flow conversion and net debt to adjusted EBITDA ratio are financial measures that are not required by, or presented in accordance with, accounting principles generally accepted in the United States, or GAAP. These non-GAAP measures should not be considered as alternatives to Net income attributable to Albemarle Corporation ("earnings") or other comparable measures calculated and reported in accordance with GAAP. These measures are presented here to provide additional useful measurements to review the company's operations, provide transparency to investors and enable period-to-period comparability of financial performance. The company's chief operating decision maker uses these measures to assess the ongoing performance of the company and its segments, as well as for business and enterprise planning purposes.

A description of other non-GAAP financial measures that Albemarle uses to evaluate its operations and financial performance, and reconciliation of these non-GAAP financial measures to the most directly comparable financial measures calculated and reported in accordance with GAAP can be found on the following pages of this press release, which is also is available on Albemarle's website at https://investors.albemarle.com. The company does not provide a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable financial measures calculated and reported in accordance with GAAP, as the company is unable to estimate significant non-recurring or unusual items without unreasonable effort. The amounts and timing of these items are uncertain and could be material to the company's results calculated in accordance with GAAP.

ALBEMARLE CORPORATION AND SUBSIDIARIES

Non-GAAP Reconciliations

(Unaudited)

See below for a reconciliation of adjusted net income attributable to Albemarle Corporation, adjusted net income (loss) attributable to Albemarle Corporation common shareholders, EBITDA and adjusted EBITDA (on a consolidated basis), which are non-GAAP financial measures, to Net income attributable to Albemarle Corporation, the most directly comparable financial measure calculated and reported in accordance with GAAP. Adjusted net income attributable to Albemarle Corporation is defined as net income attributable to Albemarle Corporation before the non-recurring, other unusual and non-operating pension and other post-employment benefit (OPEB) items as listed below. The non-recurring and unusual items may include acquisition and integration related costs, gains or losses on sales of businesses, restructuring charges, facility divestiture charges, certain litigation and arbitration costs and charges, and other significant non-recurring items. Adjusted net income (loss) attributable to Albemarle Corporation common stockholders is defined as adjusted net income attributable to Albemarle Corporation after mandatory convertible preferred stock dividends. EBITDA is defined as net income attributable to Albemarle Corporation before interest and financing expenses, income tax expense (benefit), and depreciation and amortization. Adjusted EBITDA is defined as EBITDA plus or minus the proportionate share of Windfield Holdings income tax expense, non-recurring and other unusual items, and non-operating pension and OPEB items as listed below.

Three Months Ended

Six Months Ended

June 30,

June 30,

2026

2025

2026

2025

In thousands, except percentages and per
share amounts

$

% of
net
sales

$

% of
net
sales

$

% of
net
sales

$

% of
net
sales

Net income attributable to Albemarle
Corporation

$479,959

$ 22,897

$            799,050

$ 64,245

Add back:

Non-operating pension and OPEB items
(net of tax)

626

169

1,597

294

Non-recurring and other unusual items (net
of tax)

30,555

31,708

111,945

10,508

Adjusted net income attributable to Albemarle
Corporation

511,140

54,774

912,592

75,047

    Mandatory convertible preferred stock
dividends(a)

—

(41,687)

—

(83,375)

Adjusted net income (loss) attributable to
Albemarle Corporation common shareholders

$511,140

$ 13,087

$            912,592

$ (8,328)

Adjusted diluted income (loss) per share
attributable to common shareholders

$   3.75

$   0.11

$   6.70

$  (0.07)

Adjusted weighted-average common shares
outstanding – diluted(a)

136,212

117,691

136,170

117,634

Net income attributable to Albemarle
Corporation

$479,959

27.5 %

$ 22,897

1.7 %

$            799,050

25.2 %

$ 64,245

2.7 %

Add back:

Interest and financing expenses

30,924

1.8 %

49,939

3.8 %

64,045

2.0 %

98,916

4.1 %

Income tax expense

94,002

5.4 %

34,094

2.6 %

115,513

3.6 %

30,116

1.3 %

Depreciation and amortization

155,801

8.9 %

168,731

12.7 %

313,606

9.9 %

330,485

13.7 %

EBITDA

760,686

43.6 %

275,661

20.7 %

1,292,214

40.7 %

523,762

21.8 %

Proportionate share of Windfield income
tax expense

70,766

4.1 %

33,150

2.5 %

112,300

3.5 %

58,476

2.4 %

Non-operating pension and OPEB items

854

— %

336

— %

2,201

0.1 %

611

— %

Non-recurring and other unusual items

25,791

1.5 %

27,328

2.1 %

115,196

3.6 %

20,770

0.9 %

Adjusted EBITDA

$858,097

49.2 %

$            336,475

25.3 %

$             1,521,911

48.0 %

$            603,619

25.1 %

Net sales

$             1,743,313

$             1,329,992

$             3,172,044

$             2,406,873

(a) Calculation of adjusted diluted income (loss) per share attributable to common shareholders for the three and six months ended June 30, 2026 excludes $41.7 million and $83.4 million, respectively, of mandatory convertible preferred stock dividends and includes the assumed conversion of preferred stock into the diluted shares outstanding, as this results in the more dilutive per share result.

Non-operating pension and OPEB items, consisting of mark-to-market actuarial gains/losses, settlements/curtailments, interest cost and expected return on assets, are not allocated to Albemarle's operating segments and are included in the Corporate and all other category. In addition, the company believes that these components of pension cost are mainly driven by market performance, and the company manages these separately from the operational performance of the company's businesses. In accordance with GAAP, these non-operating pension and OPEB items are included in Other income (expenses), net. Non-operating pension and OPEB items were as follows (in thousands):

Three Months Ended

Six Months Ended

June 30,

June 30,

2026

2025

2026

2025

Interest cost

$     8,994

$     8,924

$    18,035

$    17,734

Expected return on assets

(8,140)

(8,588)

(15,834)

(17,123)

Total

$        854

$        336

$     2,201

$        611

In addition to the non-operating pension and OPEB items disclosed above, the company has identified certain other items and excluded them from Albemarle's adjusted net income (loss) calculation for the periods presented. A listing of these items, as well as a detailed description of each follows below (per diluted share):

Three Months Ended

Six Months Ended

June 30,

June 30,

2026

2025

2026

2025

Restructuring charges and asset write-offs(1)

$       0.05

$       0.02

$       0.24

$       0.01

Acquisition and integration related costs(2)

0.01

0.01

0.01

0.02

Loss on sale of business/equity investment, net(3)

—

—

0.39

—

Gain on early extinguishment of debt(4)

—

—

(0.09)

—

(Gain) loss in fair value of public equity securities(5)

(0.05)

—

(0.01)

0.03

Other(6)

0.17

0.13

0.20

0.05

Tax related items(7)

0.04

0.11

0.08

(0.02)

Total non-recurring and other unusual items

$       0.22

$       0.27

$       0.82

$       0.09

(1)

In 2026, the Company announced it would place Kemerton Train 1 into care and maintenance. As a result, and in addition to other previously announced restructuring actions, the Company recorded charges of $7.3 million and $33.2 million in Restructuring charges and asset write-offs for the three and six months ended June 30, 2026, respectively. Due to the impact of valuation allowances, this resulted in total after-tax charges of $7.5 million and $33.3 million, or $0.05 and $0.24 per share, for the three and six months ended June 30, 2026, respectively. The three and six months ended June 30, 2025 included certain restructuring costs and adjustments to previously recorded costs related to restructuring actions originally entered into in 2024. As a result, the Company recorded charges of $4.4 million and $3.4 million in Restructuring charges and asset write-offs and gains (losses) of $0.1 million and ($0.1) million in Other income (expenses), net for the three and six months ended June 30, 2025, respectively. Due to the impact of valuation allowances, this resulted in total after-tax gains of $2.9 million and $0.8 million, or $0.02 and $0.01 per share, for the three and six months ended June 30, 2025, respectively.

(2)

Costs related to the acquisition, integration and divestitures for various significant projects, recorded in Selling, general and administrative expenses for the three and six months ended June 30, 2026 were $0.8 million and $1.9 million ($0.01 and $0.01 per share, with no income tax effect due to the impact of valuation allowances), respectively, and for the three and six months ended June 30, 2025 were $1.8 million and $3.2 million ($1.4 million and $2.5 million after income taxes, or $0.01 and $0.02 per share), respectively.

(3)

During the first quarter of 2026, the Company divested its controlling ownership interest in its Refining Solutions business and its full 50% ownership interest in the Eurecat joint venture. As a result of these transactions, the Company recorded a net loss of $52.7 million ($0.39 per share, with no income tax effect due to the impact of valuation allowances), representing the proceeds received less the carrying value as of the transaction dates.

(4)

During the first quarter of 2026, the Company completed a $1.3 billion debt tender and redemption, resulting in a gain on early extinguishment of debt of $12.5 million ($0.09 per share, with no income tax effect due to the impact of valuation allowances), representing the repurchase of this debt at a discount, partially offset by tender premiums and redemption fees.

(5)

Gains resulting from the net change in fair value of investments in public equity securities, recorded in Other income (expenses), net for the three and six months ended June 30, 2026 of $6.5 million and $1.0 million ($0.05 and $0.01 per share, with no income tax effect due to the impact of valuation allowances), respectively, and for the three and six months ended June 30, 2025 gains (losses) of $0.2 million and ($4.8) million ($0.1 million and ($3.8 million) after income taxes, or less than $0.01 and $0.03 per share), respectively.

(6)

Other adjustments for the three months ended June 30, 2026 included amounts recorded in:

Cost of goods sold - $3.9 million of expenses related to non-routine labor and compensation related costs that are outside normal compensation arrangements.
Selling, general and administrative expenses - Primarily comprised of $19.0 million of expenses, mainly consulting fees, related to the Company's strategic cost savings initiative.
Other income (expenses), net - Primarily related to $3.4 million of charges for asset retirement obligations at a site not part of our operations and a net loss of $1.5 million primarily driven by indemnification charges related to the Eurecat S.A. joint venture sale, partially offset by a $3.9 million gain resulting from the adjustment of indemnification related to previously disposed businesses.
After income taxes, these net losses totaled $22.8 million, or $0.17 per share.

Other adjustments for the three months ended June 30, 2025 included amounts recorded in:

Selling, general and administrative expenses - $8.3 million of gains from the sale of assets not part of our production operations, partially offset by $1.8 million of severance expenses not related to a restructuring plan.
Other income (expenses), net - $38.0 million loss resulting from the redemption of preferred equity in a Grace subsidiary, partially offset by $10.1 million of income from PIK dividends of that preferred equity prior to redemption.
After income taxes, these net losses totaled $15.3 million, or $0.13 per share.

Other adjustments for the six months ended June 30, 2026 included amounts recorded in:

Cost of goods sold - $3.9 million of expenses related to non-routine labor and compensation related costs that are outside normal compensation arrangements.
Selling, general and administrative expenses - Primarily comprised of $19.0 million of expenses, mainly consulting fees, related to the Company's strategic cost savings initiative and a $3.9 million charge for a non-income tax audit of a facility no longer controlled by the Company.
Other income (expenses), net - Primarily related to $3.4 million of charges for asset retirement obligations at a site not part of our operations and a net loss of $1.5 million primarily driven by indemnification charges related to the Eurecat S.A. joint venture sale, partially offset by a $3.9 million gain resulting from the adjustment of indemnification related to previously disposed businesses.
After income taxes, these net losses totaled $27.0 million, or $0.20 per share.

Other adjustments for the six months ended June 30, 2025 included amounts recorded in:

Selling, general and administrative expenses - $11.4 million of gains from the sale of assets not part of our production operations, partially offset by $1.8 million of severance expenses not related to a restructuring plan and $0.6 million of expenses related to certain historical legal matters.
Other income (expenses), net - $38.0 million loss resulting from the redemption of preferred equity in a Grace subsidiary and $1.9 million of charges for asset retirement obligations at a site not part of our operations, partially offset by $19.8 million of income from PIK dividends of the preferred equity in a Grace subsidiary prior to redemption and a $1.9 million gain primarily resulting from the adjustment of indemnification related to previously disposed businesses.
After income taxes, these net losses totaled $5.4 million, or $0.05 per share.

(7)

Included in Income tax expense for the three and six months ended June 30, 2026 are discrete net tax expenses of $6.0 million and $10.6 million, or $0.04 and $0.08 per share, respectively, primarily related to the impact of foreign tax reserves and foreign return to provisions.

Included in Income tax expense for the three and six months ended June 30, 2025 are discrete net tax expenses of $12.2 million, or $0.11 per share, and benefits of $2.0 million, or $0.02 per share, respectively, primarily related to the impact of foreign tax reserves and excess tax benefits realized from stock-based compensation arrangements.

See below for a reconciliation of the adjusted effective income tax rate, the non-GAAP financial measure, to the effective income tax rate, the most directly comparable financial measure calculated and reporting in accordance with GAAP (in thousands, except percentages).

Income (loss) before
income taxes and
equity in net income
of unconsolidated
investments

Income tax expense
(benefit)

Effective income tax
rate

Three months ended June 30, 2026

As reported

$             441,649

$              94,002

21.3 %

Non-recurring, other unusual and non-operating pension and OPEB
items

26,691

(4,490)

As adjusted

$             468,340

$              89,512

19.1 %

Three months ended June 30, 2025

As reported

$              (8,971)

$              34,094

(380.0) %

Non-recurring, other unusual and non-operating pension and OPEB
items

27,664

(4,213)

As adjusted

$              18,693

$              29,881

159.9 %

Six months ended June 30, 2026

As reported

$             695,844

$             115,513

16.6 %

Non-recurring, other unusual and non-operating pension and OPEB
items

104,853

(8,689)

As adjusted

$             800,697

$             106,824

13.3 %

Six months ended June 30, 2025

As reported

$             (27,937)

$              30,116

(107.8) %

Non-recurring, other unusual and non-operating pension and OPEB
items

21,381

10,579

As adjusted

$              (6,556)

$              40,695

(620.7) %

See below for the calculation of operating cash flow conversion and a reconciliation of free cash flow, a non-GAAP measure, to net cash provided by operating activities, the most directly comparable financial measure calculated and reporting in accordance with GAAP. The Company defines operating cash flow conversion as Net cash provided by operating activities from the statement of cash flows divided by adjusted EBITDA, which is a non-GAAP measure. A reconciliation of adjusted EBITDA, the non-GAAP financial measure, from net income attributable to Albemarle Corporation, the most directly comparable financial measure calculated and reporting in accordance with GAAP, is provided in the above tables (in thousands, except percentages).

Three Months Ended

June 30, 2026

Free cash flow:

Net cash provided by operating activities

$               709,997

Less: Capital expenditures

(71,731)

Free cash flow

$               638,266

Operating cash flow conversion:

Net cash provided by operating activities

$               709,997

Adjusted EBITDA

$               858,097

Operating cash flow conversion

83 %

See below for the calculation of the net debt to adjusted EBITDA ratio ("Consolidated Leverage Ratio," as defined in our credit agreement), a non-GAAP financial measure, for the twelve months ended June 30, 2026 (in thousands, except ratio).

Twelve Months Ended

June 30, 2026

Adjusted EBITDA

$               2,016,285

Equity in net income of non-Windfield Holdings unconsolidated investments (net of tax)

544

Dividends received from non-Windfield Holdings unconsolidated investments

9,804

Consolidated Windfield-Adjusted EBITDA

$               2,026,633

Total Albemarle Corporation long-term debt (as reported)

$               1,876,784

49% Windfield Holdings debt

718,079

Off-balance sheet obligations and other

95,200

Consolidated Windfield-Adjusted Funded Debt

$               2,690,063

Less Cash

1,631,688

Less 49% Windfield Holdings cash

62,249

Consolidated Windfield-Adjusted Funded Net Debt

$                 996,126

Consolidated Leverage Ratio

0.5

Contact:

[email protected]

1.980.308.6194

SOURCE Albemarle Corporation

August 05, 2026 16:15 ET  | Source: Occidental

HOUSTON, Aug. 05, 2026 (GLOBE NEWSWIRE) -- Occidental (NYSE: OXY) today announced its second quarter 2026 financial results. The earnings release and accompanying financial schedules can be accessed via the Investor Relations section of the company’s website at oxy.com. The earnings release is also available on the U.S. Securities and Exchange Commission’s website at sec.gov.

The company will hold a conference call to discuss the results on Thursday, August 6, 2026, at 1 p.m. Eastern/12 p.m. Central. The conference call may be accessed by calling 1-866-871-6512 (international callers dial 1-412-317-5417) or via webcast at oxy.com/investors. Participants may pre-register for the conference call at https://dpregister.com/sreg/10209862/1043a899934. A recording of the webcast will be posted on the Investor Relations section of the company’s website following the call.

About Occidental

Occidental is an international energy company that produces, markets and transports oil and natural gas to maximize value and provide resources fundamental to life. The company leverages its global leadership in carbon management to advance lower-carbon technologies and products. Headquartered in Houston, Occidental primarily operates in the United States, the Middle East and North Africa. To learn more, visit oxy.com.

Contacts

MediaInvestorsEric MosesBabatunde A. [email protected]@oxy.com  

Aug 5 (Reuters) - Bumble (BMBL.O), opens new tab on Wednesday forecast third-quarter revenue below Wall Street estimates, as paying users ​declined during an ongoing platform overhaul ‌to win back swipe-weary Gen Z users.

The company is reviving its service with a ​rebuilt, AI-enabled "Bumble 2.0" platform, designed ​to feel less transactional and more ⁠curated than traditional swipe-based apps.

Learn about the latest breakthroughs in AI and tech with the Reuters Artificial Intelligencer newsletter. Sign up here.

Here are ​some details:

Bumble shares fell 5% in ​extended trading following the results.

It forecast third-quarter revenue of $205 million to $213 million, below analysts' average ​estimate of $215.1 million, according to data ​compiled by LSEG.

Bumble, which operates the women-first Bumble ‌app ⁠along with Bumble For Friends and Bumble Bizz, forecast third-quarter adjusted EBITDA of $56 million to $60 million.

The company's second-quarter ​revenue fell ​15.2% to $210.5 ⁠million from a year ago, in line with analysts' ​estimate of $210.4 million.

Total paying users ​decreased ⁠16.4% to 3.2 million, while average revenue per paying user rose 1.2% to $21.96.

Peer ⁠Match ​Group (MTCH.O), opens new tab also forecast third-quarter revenue below ​Wall Street estimates on Tuesday.

Reporting by Nithyashree R ​B in Bengaluru; Editing by Shreya Biswas

Our Standards: The Thomson Reuters Trust Principles., opens new tab

Contribution ex-TAC(1) Grows 17% Year-Over-Year

Contribution ex-TAC(1) from CTV Grows 36% Year-Over-Year

Adjusted EBITDA(1) Grows 30% Year-Over-Year

Adjusted EBITDA Margin(2) of 37% in Second Quarter

NEW YORK, Aug. 05, 2026 (GLOBE NEWSWIRE) -- Magnite (NASDAQ: MGNI), the largest independent sell-side advertising company, today reported its results of operations for the quarter ended June 30, 2026.

Q2 2026 Highlights:

Revenue of $192.8 million, up 11% year-over-yearContribution ex-TAC(1) of $189.6 million, up 17% year-over-year, exceeded the high end of the guidance range of $177 to $181 millionContribution ex-TAC(1) attributable to CTV of $97.1 million, up 36% year-over-year, exceeded the high end of the guidance range of $90 to $92 millionContribution ex-TAC(1) attributable to DV+ of $92.5 million, up 2% year-over-year, exceeded high end of the guidance range of $87 to $89 millionNet income of $19.4 million, or $0.13 per diluted share, compared to a net income of $11.1 million, or $0.08 per share for Q2 2025Adjusted EBITDA(1) of $70.6 million, up 30% year-over-year, representing a 37% Adjusted EBITDA margin(2), compared to Adjusted EBITDA(1) of $54.4 million or a 34% margin in Q2 2025Non-GAAP earnings per share(1) of $0.26, compared to non-GAAP earnings per share(1) of $0.20 for Q2 2025Operating cash flow(3) of $57.4 million Q3 2026 Expectations:

Total Contribution ex-TAC(1) to be between $188 million and $192 millionContribution ex-TAC(1) attributable to CTV to be between $98 million and $100 millionContribution ex-TAC(1) attributable to DV+ to be between $90 million and $92 millionAdjusted EBITDA operating expenses(4) to be between $119 million and $121 million Full-Year 2026 Expectations:

Raising total Contribution ex-TAC(1) growth to be between 13% and 14%, up from at least 11%Raising Adjusted EBITDA(1) percentage growth to be greater than 20% from the mid-teensRaising Adjusted EBITDA margin(2) to be at least 37% from at least 35.5%Raising free cash flow(5) growth to be in the high 40% range from the mid 30% range “We significantly beat consensus expectations on both the top and bottom line in the second quarter, driven by outperformance in CTV—which grew 36% year-over-year—and a return to growth in DV+. Our CTV momentum continues to be broad-based across leading publisher partners and anchored by the strategic differentiation of SpringServe. On the bottom line, we delivered 30% Adjusted EBITDA growth with a 37% margin. Given this strong execution and ongoing shift toward programmatic streaming, we are also raising both our full-year top-line and margin expectations. Furthermore, we are pleased with our agentic product launches and partner support, and view these as a great future tailwind. We are uniquely positioned between supply and demand, and with our agentic offerings we believe we will benefit from serving as vital infrastructure for the future of digital advertising,” said Michael G. Barrett, CEO of Magnite.

           Magnite Second Quarter 2026 Results Summary          (in millions, except per share amounts and percentages)           Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 Change
Favorable/
(Unfavorable) June 30, 2026 June 30, 2025 Change
Favorable/
(Unfavorable)Revenue$192.8 $173.3 11% $357.2 $329.1 9%Gross profit$130.8 $108.4 21% $234.7 $201.4 17%Contribution ex-TAC(1)$189.6 $162.0 17% $350.5 $307.8 14%Net income$19.4 $11.1 75% $23.8 $1.5 NMAdjusted EBITDA(1)$70.6 $54.4 30% $113.5 $91.2 24%Adjusted EBITDA margin(2)37% 34% 3.0 ppt 32% 30% 2 pptBasic earnings per share$0.14 $0.08 75% $0.17 $0.01 NMDiluted earnings per share$0.13 $0.08 63% $0.16 $0.01 NMNon-GAAP earnings per share(1)$0.26 $0.20 30% $0.39 $0.32 22% NM = Not meaningful

Footnotes:(1)Contribution ex-TAC, Adjusted EBITDA, and non-GAAP earnings per share are non-GAAP financial measures. Please see the discussion in the section called "Non-GAAP Financial Measures" and the reconciliations included at the end of this press release.(2)Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Contribution ex-TAC.(3)Operating cash flow is calculated as Adjusted EBITDA less capital expenditures.(4)Adjusted EBITDA operating expenses is calculated as Contribution ex-TAC less Adjusted EBITDA.(5)Free cash flow is defined as operating cash flow (Adjusted EBITDA less capital expenditures) less net interest expense.    Second Quarter 2026 Results Conference Call and Webcast:

The Company will host a conference call on August 5, 2026 at 1:30 PM (PT) / 4:30 PM (ET) to discuss the results for its second quarter of 2026.

Live conference call
Toll free number:(800) 715-9871 (for domestic callers)Direct dial number:(646) 307-1963 (for international callers)Passcode:Ask to join the Magnite conference callSimultaneous audio webcast:http://investor.magnite.com under "Events and Presentations"  Conference call replay
Toll free number:(855) 669-9658 (for domestic callers)Direct dial number:(412) 317-0088 (for international callers)Passcode:4765799Webcast link:http://investor.magnite.com under "Events and Presentations"   About Magnite
We’re Magnite (NASDAQ: MGNI), the world’s largest independent sell-side advertising company. Publishers use our technology to monetize their content across all screens and formats including CTV, online video, display, and audio. The world's leading agencies and brands trust our platform to access brand-safe, high-quality ad inventory and execute billions of advertising transactions each month. Anchored in bustling New York City, sunny Los Angeles, mile high Denver, historic London, colorful Singapore, and down under in Sydney, Magnite has offices across North America, EMEA, LATAM, and APAC.

Forward-Looking Statements:

This press release and management's prepared remarks during the conference call referred to above include, and management's answers to questions during the conference call may include, forward-looking statements, including statements based upon or relating to our expectations, assumptions, estimates, and projections. In some cases, you can identify forward-looking statements by terms such as "may," "might," "will," "objective," "intend," "should," "could," "can," "would," "expect," "believe," "design," "anticipate," "estimate," "predict," "potential," "plan" or the negative of these terms, and similar expressions. Forward-looking statements may include, but are not limited to, statements concerning the Company’s guidance or expectations with respect to future financial performance; acquisitions by the Company, or the anticipated benefits thereof; macroeconomic conditions or concerns related thereto; the growth of ad-supported programmatic connected television ("CTV"); our ability to use and collect data to provide our offerings; the scope and duration of client relationships; the fees we may charge in the future; key strategic objectives; anticipated benefits of new offerings; business mix; sales growth; benefits from supply path optimization; our ability to adapt to advancements in artificial intelligence ("AI"); the development of identity solutions; client utilization of our offerings; the impact of requests for discounts, rebates, or other fee concessions; our competitive differentiation; our market share and leadership position in the industry; market conditions, trends, and opportunities; the effects of regulatory developments or antitrust rulings on competitive dynamics in our industry; our litigation against Google LLC, or the anticipated benefits thereof; certain statements regarding future operational performance measures; and other statements that are not historical facts. These statements are not guarantees of future performance; they reflect our current views with respect to future events and are based on assumptions and estimates and subject to known and unknown risks, uncertainties and other factors that may cause our actual results, outcomes, performance or achievements, or the timing thereof, to be materially different from expectations or results projected or implied by forward-looking statements.

We discuss many of these risks, uncertainties, and additional factors that could cause actual results, outcomes, or timing thereof, to differ materially from those anticipated by our forward-looking statements under the headings "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations," and elsewhere in this press release and in other filings we have made and will make from time to time with the Securities and Exchange Commission, or SEC, including our Annual Report on Form 10-K for the year ended December 31, 2025, and subsequent filings. These forward-looking statements represent our estimates and assumptions only as of the date of the report in which they are included. Unless required by federal securities laws, we assume no obligation to update any of these forward-looking statements, or to update the reasons actual results or outcomes could differ materially from those anticipated, to reflect circumstances or events that occur after the statements are made. Without limiting the foregoing, any guidance we may provide will generally be given only in connection with quarterly and annual earnings announcements, without interim updates, and we may appear at industry conferences or make other public statements without disclosing material nonpublic information in our possession. Given these uncertainties, investors should not place undue reliance on these forward-looking statements. Investors should read this press release and the documents that we reference in this press release and have filed or will file with the SEC completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements.

Non-GAAP Financial Measures and Operational Measures:

In addition to our GAAP results, we review certain non-GAAP financial measures to help us evaluate our business on a consistent basis, measure our performance, identify trends affecting our business, establish budgets, measure the effectiveness of investments in our technology and development and sales and marketing, and assess our operational efficiencies. These non-GAAP financial measures include Contribution ex-TAC, Adjusted EBITDA, Non-GAAP Income, and Non-GAAP Earnings per share, each of which is discussed below.

These non-GAAP financial measures are not intended to be considered in isolation from, as substitutes for, or as superior to, the corresponding financial measures prepared in accordance with GAAP. You are encouraged to evaluate these adjustments, and review the reconciliation of these non-GAAP financial measures to their most comparable GAAP measures, and the reasons we consider them appropriate. It is important to note that the particular items we exclude from, or include in, our non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies. See "Reconciliation of Revenue to Gross Profit to Contribution ex-TAC," "Reconciliation of net income to Adjusted EBITDA," "Reconciliation of net income to non-GAAP income," and "Reconciliation of GAAP earnings per share to non-GAAP earnings per share" included as part of this press release.

We do not provide a reconciliation of our non-GAAP financial expectations for Contribution ex-TAC and Adjusted EBITDA, or a forecast of the most comparable GAAP measures, because the amount and timing of many future charges that impact these measures (such as amortization of future acquired intangible assets, acquisition-related charges, foreign exchange (gain) loss, net, stock-based compensation, impairment charges, provision or benefit for income taxes, and our future revenue mix), which could be material, are variable, uncertain, or out of our control and therefore cannot be reasonably predicted without unreasonable effort, if at all. In addition, we believe such reconciliations or forecasts could imply a degree of precision that might be confusing or misleading to investors.

Contribution ex-TAC:

Contribution ex-TAC is calculated as gross profit plus cost of revenue, excluding traffic acquisition cost ("TAC"). Traffic acquisition cost, a component of cost of revenue, represents what we must pay sellers for the sale of advertising inventory through our platform for revenue reported on a gross basis. Contribution ex-TAC is a non-GAAP financial measure that is most comparable to gross profit. We believe Contribution ex-TAC is a useful measure in facilitating a consistent comparison against our core business without considering the impact of traffic acquisition costs related to revenue reported on a gross basis.

Adjusted EBITDA:

We define Adjusted EBITDA as net income adjusted to exclude stock-based compensation expense, depreciation and amortization, including amortization of acquired intangible assets, impairment charges, interest income or expense, provision (benefit) for income taxes, and certain cash and non-cash based income or expenses that we do not consider indicative of our core operating performance, including, but not limited to foreign exchange gains and losses, acquisition, severance costs and related items, gains or losses on extinguishment of debt, other debt refinancing expenses, certain litigation expenses, and non-operational real estate and other expenses (income), net. We believe Adjusted EBITDA is useful to investors in evaluating our performance for the following reasons:

Adjusted EBITDA is widely used by investors and securities analysts to measure a company’s performance without regard to items such as those we exclude in calculating this measure, which can vary substantially from company to company depending upon their financing, capital structures, and the method by which assets were acquired.Our management uses Adjusted EBITDA in conjunction with GAAP financial measures for planning purposes, including the preparation of our annual operating budget, as a measure of performance and the effectiveness of our business strategies, and in communications with our board of directors concerning our performance. Adjusted EBITDA is also used as a metric for determining payment of cash incentive compensation.Adjusted EBITDA provides a measure of consistency and comparability with our past performance that many investors find useful, facilitates period-to-period comparisons of operations, and also facilitates comparisons with other peer companies, many of which use similar non-GAAP financial measures to supplement their GAAP results. Although Adjusted EBITDA is frequently used by investors and securities analysts in their evaluations of companies, Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results of operations as reported under GAAP. These limitations include:

Stock-based compensation is a non-cash charge and will remain an element of our long-term incentive compensation package, although we exclude it as an expense when evaluating our ongoing operating performance for a particular period.Depreciation and amortization are non-cash charges, and the assets being depreciated or amortized will often have to be replaced in the future, but Adjusted EBITDA does not reflect any cash requirements for these replacements.Impairment charges are non-cash charges related to goodwill, intangible assets and/or long-lived assets.Adjusted EBITDA does not reflect certain cash and non-cash charges related to acquisition and related items, such as amortization of acquired intangible assets, merger, acquisition, or restructuring related severance costs, certain transaction expenses, and changes in the fair value of contingent consideration.Adjusted EBITDA does not reflect cash and non-cash charges related to interest income and interest expense and certain financing transactions such as gains or losses on extinguishment of debt or other debt refinancing expenses.Adjusted EBITDA does not reflect cash requirements for income taxes and the cash impact of other income or expense.Adjusted EBITDA does not reflect litigation expenses for specific proceedings.Adjusted EBITDA does not reflect certain non-operational real estate and other (income) and expense, net.Adjusted EBITDA does not reflect changes in our working capital needs, capital expenditures, or contractual commitments.Other companies may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure. Our Adjusted EBITDA is influenced by fluctuations in our revenue, cost of revenue, and the timing and amounts of the cost of our operations. Adjusted EBITDA should not be considered as an alternative to net income, income from operations, or any other measure of financial performance calculated and presented in accordance with GAAP.

Non-GAAP Income and Non-GAAP Earnings per Share:

We define non-GAAP earnings per share as non-GAAP income divided by non-GAAP weighted-average shares outstanding. Non-GAAP income is equal to net income excluding stock-based compensation, cash and non-cash based merger, acquisition, and restructuring costs, which consist primarily of professional service fees associated with merger and acquisition activities, cash-based employee termination costs, and other restructuring activities, including facility closures, relocation costs, contract termination costs, and impairment costs of abandoned technology associated with restructuring activities, amortization of acquired intangible assets, gains or losses on extinguishment of debt, certain litigation expense, non-operational real estate and other expenses or income, foreign currency gains and losses, interest expense associated with Convertible Senior Notes, other debt refinance expenses, and the tax impact of these items. In periods in which we have non-GAAP income, non-GAAP weighted-average shares outstanding used to calculate non-GAAP earnings per share includes the impact of potentially dilutive shares. Potentially dilutive shares consist of stock options, restricted stock units, performance stock units, and potential shares issued under the Employee Stock Purchase Plan, each computed using the treasury stock method, and the impact of shares that would be issuable assuming conversion of all of the Convertible Senior Notes, calculated under the if-converted method. We believe non-GAAP earnings per share is useful to investors in evaluating our ongoing operational performance and our trends on a per share basis, and also facilitates comparison of our financial results on a per share basis with other companies, many of which present a similar non-GAAP measure. However, a potential limitation of our use of non-GAAP earnings per share is that other companies may define non-GAAP earnings per share differently, which may make comparison difficult. This measure may also exclude expenses that may have a material impact on our reported financial results. Non-GAAP earnings per share is a performance measure and should not be used as a measure of liquidity. Because of these limitations, we also consider the comparable GAAP measure of net income.

Investor Relations Contact
Nick Kormeluk
(949) 500-0003
[email protected]

Media Contact
Charlstie Veith
(516) 300-3569
[email protected]

    MAGNITE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(unaudited)
     June 30, 2026 December 31, 2025ASSETS   Current assets:   Cash and cash equivalents$332,615  $553,362 Accounts receivable, net 1,383,778   1,301,955 Prepaid expenses and other current assets 30,007   26,261 TOTAL CURRENT ASSETS 1,746,400   1,881,578 Property and equipment, net 116,045   108,546 Right-of-use lease assets 62,290   66,611 Internal use software development costs, net 31,131   28,799 Intangible assets, net 7,320   12,445 Goodwill 983,902   983,902 Other assets, non-current 85,738   82,494 TOTAL ASSETS$3,032,826  $3,164,375 LIABILITIES AND STOCKHOLDERS' EQUITY   Current liabilities:   Accounts payable and accrued expenses$1,666,940  $1,607,664 Lease liabilities, current 23,863   20,163 Debt, current, net of debt issuance costs 3,632   208,447 Other current liabilities 9,293   5,462 TOTAL CURRENT LIABILITIES 1,703,728   1,841,736 Debt, non-current, net of debt discount and issuance costs 346,768   347,665 Lease liabilities, non-current 42,715   50,085 Other liabilities, non-current 3,342   2,539 TOTAL LIABILITIES 2,096,553   2,242,025 STOCKHOLDERS' EQUITY   Common stock 2   2 Additional paid-in capital 1,430,446   1,440,358 Accumulated other comprehensive loss (1,397)  (1,451)Accumulated deficit (492,778)  (516,559)TOTAL STOCKHOLDERS' EQUITY 936,273   922,350 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$3,032,826  $3,164,375      MAGNITE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(unaudited)
     Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025Revenue$192,823  $173,332  $357,194  $329,103 Expenses (1)(2):       Cost of revenue 62,038   64,953   122,446   127,752 Sales and marketing 47,000   42,323   93,088   90,429 Technology and development 24,135   21,583   49,308   43,875 General and administrative 28,428   22,514   53,411   46,452 Total expenses 161,601   151,373   318,253   308,508 Income from operations 31,222   21,959   38,941   20,595 Other (income) expense:       Interest expense, net 6,314   5,071   10,871   10,248 Foreign exchange (gain) loss, net (223)  4,944   (370)  7,161 Loss on extinguishment of debt —   —   —   2,152 Other income (416)  (153)  (838)  (576)Total other expense, net 5,675   9,862   9,663   18,985 Income before income taxes 25,547   12,097   29,278   1,610 Provision for income taxes 6,178   958   5,497   105 Net income$19,369  $11,139  $23,781  $1,505 Earnings per share:       Basic$0.14  $0.08  $0.17  $0.01 Diluted$0.13  $0.08  $0.16  $0.01 Weighted average shares used to compute earnings per share:       Basic 143,024   141,654   143,281   141,752 Diluted 147,172   148,260   147,623   149,184      (1) Stock-based compensation expense included in our expenses was as follows:
     Three Months Ended Six Months EndedJune 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025Cost of revenue$603 $535 $1,288 $1,107Sales and marketing 8,437  8,448  16,811  17,592Technology and development 4,547  4,207  9,265  8,842General and administrative 6,039  6,368  11,947  13,226Total stock-based compensation expense$19,626 $19,558 $39,311 $40,767 (2) Depreciation and amortization expense included in our expenses was as follows:
     Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025Cost of revenue$14,288 $11,199 $28,379 $24,224Sales and marketing 91  885  197  3,333Technology and development 128  67  252  136General and administrative 48  59  94  118Total depreciation and amortization expense$14,555 $12,210 $28,922 $27,811   MAGNITE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(unaudited)
   Six Months Ended June 30, 2026 June 30, 2025OPERATING ACTIVITIES:   Net income$23,781  $1,505 Adjustments to reconcile net income to net cash provided by operating activities:   Depreciation and amortization 28,922   27,811 Stock-based compensation 39,311   40,767 Loss on extinguishment of debt —   2,152 Amortization of debt discount and issuance costs 1,444   1,860 Non-cash lease expense 655   (942)Deferred income taxes (1,159)  316 Unrealized foreign currency (gain) loss, net (4,084)  6,595 Other items, net (370)  102 Changes in operating assets and liabilities:   Accounts receivable (81,984)  (102,239)Prepaid expenses and other assets (6,316)  (6,438)Accounts payable and accrued expenses 59,990   52,288 Other liabilities 5,672   (2,688)Net cash provided by operating activities 65,862   21,089 INVESTING ACTIVITIES:   Purchases of property and equipment (21,533)  (26,891)Capitalized internal use software development costs (8,062)  (6,364)Net cash used in investing activities (29,595)  (33,255)FINANCING ACTIVITIES:   Proceeds from the Term Loan B Facility refinancing and repricing activities, net of debt discount —   92,622 Repayment of the Term Loan B Facility from refinancing and repricing activities —   (92,622)Proceeds from the Revolving Credit Facility 60,000   — Repayment of the Revolving Credit Facility (60,000)  — Payment for debt issuance costs —   (159)Repayment of the Term Loan B Facility (1,816)  (908)Repayment of convertible senior notes (205,067)  — Proceeds from exercise of stock options 3,984   1,709 Proceeds from issuance of common stock under employee stock purchase plan 2,387   2,111 Purchase of treasury stock (35,543)  (22,880)Taxes paid related to net share settlement (21,351)  (27,258)Net cash used in financing activities (257,406)  (47,385)EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS 392   2,335 CHANGE IN CASH AND CASH EQUIVALENTS (220,747)  (57,216)CASH AND CASH EQUIVALENTS — Beginning of period 553,362   483,220 CASH AND CASH EQUIVALENTS — End of period$332,615  $426,004    MAGNITE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS-(Continued)
(In thousands)
(unaudited)
   Six Months EndedSUPPLEMENTAL DISCLOSURES OF OTHER CASH FLOW INFORMATION:June 30, 2026 June 30, 2025Cash paid for income taxes$2,112 $2,040Cash paid for interest$12,933 $14,477Capitalized assets financed by accounts payable and accrued expenses and other liabilities$2,858 $11,676Capitalized stock-based compensation$1,300 $948Operating lease right-of-use assets obtained in exchange for operating lease liabilities$15,496 $18,683Operating lease right-of-use assets reduction and corresponding non-cash adjustment to operating lease liabilities$8,139 $2,129Non-cash financing activity related to Amendment Nos. 1 and 2 to the 2024 Credit Agreement$— $270,555     MAGNITE, INC.
CALCULATION OF BASIC AND DILUTED EARNINGS PER SHARE
(In thousands, except per share data)
(unaudited)
     Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025  Basic Earnings Per Share:       Net income$19,369 $11,139 $23,781 $1,505Weighted-average common shares outstanding used to compute basic earnings per share 143,024  141,654  143,281  141,752Basic earnings per share$0.14 $0.08 $0.17 $0.01        Diluted Earnings Per Share:       Net income used to calculate diluted income per share$19,369 $11,139 $23,781 $1,505        Weighted-average common shares outstanding used to compute basic earnings per share 143,024  141,654  143,281  141,752Dilutive effect of weighted-average restricted stock units 1,830  3,419  2,086  4,268Dilutive effect of weighted-average common stock options 1,664  1,959  1,641  2,023Dilutive effect of weighted-average performance stock units 632  1,224  591  1,106Dilutive effect of weighted-average Employee Stock Purchase Plan shares 22  4  24  35Weighted-average shares used to compute diluted earnings per share 147,172  148,260  147,623  149,184Diluted earnings per share$0.13 $0.08 $0.16 $0.01     MAGNITE, INC.
RECONCILIATION OF REVENUE TO GROSS PROFIT TO CONTRIBUTION EX-TAC
(In thousands)
(unaudited)
     Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025Revenue$192,823 $173,332 $357,194 $329,103Less: Cost of revenue 62,038  64,953  122,446  127,752Gross Profit 130,785  108,379  234,748  201,351Add back: Cost of revenue, excluding TAC 58,810  53,577  115,751  106,453Contribution ex-TAC$189,595 $161,956 $350,499 $307,804     
MAGNITE, INC.
RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA
(In thousands)
(unaudited)
     Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025Net income$19,369  $11,139 $23,781  $1,505Add back (deduct):       Stock-based compensation expense 19,626   19,558  39,311   40,767Depreciation and amortization expense, excluding amortization of acquired intangible assets 12,060   9,320  23,797   17,538Amortization of acquired intangibles 2,495   2,890  5,125   10,273Merger, acquisition, and restructuring costs, excluding stock-based compensation expense 1,755   —  1,755   —Interest expense, net 6,314   5,071  10,871   10,248Provision for income taxes 6,178   958  5,497   105Foreign exchange (gain) loss, net (223)  4,944  (370)  7,161Loss on extinguishment of debt —   —  —   2,152Other debt refinancing expense —   —  —   967Litigation expense (1) 1,176   —  1,816   —Non-operational real estate and other expense, net 1,850   511  1,878   475Adjusted EBITDA$70,600  $54,391 $113,461  $91,191              (1) Litigation expense includes professional and legal expenses related to the Google Action and defense costs relating to class action privacy litigation. For additional information, see the "Regulatory Developments and Google Litigation" section and Part II, Item 1. "Legal Proceedings" within our Quarterly Report on Form 10-Q for the period ended June 30, 2026.
    MAGNITE, INC.
RECONCILIATION OF NET INCOME TO NON-GAAP INCOME
(In thousands)
(unaudited)
     Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025Net income$19,369  $11,139  $23,781  $1,505 Add back (deduct):       Stock-based compensation expense 19,626   19,558   39,311   40,767 Merger, acquisition, and restructuring costs, including amortization of acquired intangibles and excluding stock-based compensation expense 4,250   2,890   6,880   10,273 Foreign exchange (gain) loss, net (223)  4,944   (370)  7,161 Loss on extinguishment of debt —   —   —   2,152 Other debt refinancing expense —   —   —   967 Litigation expense (1) 1,176   —   1,816   — Non-operational real estate and other expense, net 1,850   511   1,878   475 Interest expense, Convertible Senior Notes —   422   359   843 Tax effect of Non-GAAP adjustments (2) (7,875)  (9,074)  (15,513)  (15,896)Non-GAAP income$38,173  $30,390  $58,142  $48,247         (1) Litigation expense includes professional and legal expenses related to the Google Action and defense costs relating to class action privacy litigation. For additional information, see the "Regulatory Developments and Google Litigation" section and Part II, Item 1. "Legal Proceedings" within our Quarterly Report on Form 10-Q for the period ended March 31, 2026.(2) Non-GAAP income includes the estimated tax impact from the reconciling items between net income and non-GAAP income.      MAGNITE, INC.
RECONCILIATION OF GAAP EARNINGS PER SHARE TO NON-GAAP EARNINGS PER SHARE
(In thousands, except per share amounts)
(unaudited)
     Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025GAAP earnings per share (1):       Basic$0.14 $0.08 $0.17 $0.01Diluted$0.13 $0.08 $0.16 $0.01        Non-GAAP income (2)$38,173 $30,390 $58,142 $48,247Non-GAAP earnings per share$0.26 $0.20 $0.39 $0.32        Weighted-average shares used to compute basic earnings per share 143,024  141,654  143,281  141,752Dilutive effect of weighted-average common stock options, RSUs, and PSUs 4,126  6,602  4,318  7,397Dilutive effect of weighted-average ESPP shares 22  4  24  35Dilutive effect of weighted-average Convertible Senior Notes —  3,210  —  3,210Non-GAAP weighted-average shares outstanding 147,172  151,470  147,623  152,394        (1) Calculated as net income divided by basic and diluted weighted-average shares used to compute basic and diluted earnings per share as included in the condensed consolidated statement of operations.(2) Refer to reconciliation of net income to non-GAAP income.   MAGNITE, INC.
CONTRIBUTION EX-TAC BY CHANNEL
(In thousands)
(unaudited)
   Contribution ex-TAC Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025Channel:               CTV 97,133 51%  71,543 44% $179,402 51% $134,768 44%Mobile 65,771 35%  63,772 39%  121,122 35%  121,780 39%Desktop 26,691 14%  26,641 17%  49,975 14%  51,256 17%Total$189,595 100% $161,956 100% $350,499 100% $307,804 100%

COLUMBUS, Ohio, Aug. 05, 2026 (GLOBE NEWSWIRE) -- Root, Inc. (NASDAQ: ROOT), the leading technology company in car insurance, today announced financial results for the second quarter. Root’s second quarter financial results and management commentary can be found in the shareholder letter posted to the company’s investor relations website. An updated version of the company’s investor presentation will also be available. Both can be found on ir.joinroot.com.

Root will host a conference call and earnings webcast to discuss the results and provide an update on company operations today, Wednesday, August 5, 2026 at 5:00 p.m. Eastern Time. To listen to the live audio webcast, please visit the News & Events section of Root’s Investor Relations website at ir.joinroot.com.

Webcast and Conference Call Details:

A replay of the webcast will be made available for on-demand viewing after the call on the Events page of the company’s website at

ir.joinroot.com.

About Root, Inc.
Root Insurance is a technology company revolutionizing car insurance through data science and automation. The Root app has reached more than 17 million downloads and has analyzed over 37 billion miles of driving data to deliver personalized and fair pricing. Root, Inc. (NASDAQ: ROOT) is the parent company of Root Insurance Company.

Learn more at root.com.

Contacts:

Investor Relations:
[email protected]

Media:
[email protected]

Reaffirms 2026 adjusted earnings guidance in the range of $4.25 to $4.45 per share, excluding merger-related costsServed new all-time peak load at Wyoming Electric driven primarily by growing large-load demandProgressing toward completion of multiple definitive agreements for a 1.8 GW data center project in WyomingCompleted regulatory requirements to receive new wildfire liability protections in South Dakota and WyomingOn track to close merger with NorthWestern Energy pending approval from Montana as the final condition for closing
RAPID CITY, S.D., Aug. 05, 2026 (GLOBE NEWSWIRE) -- Black Hills Corp. (NYSE: BKH) today announced financial results for the second quarter ended June 30, 2026. Net income available for common stock and earnings per share, diluted (EPS) for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025, were:

 Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 (in millions, except per share amounts)GAAP:       Net income available for common stock$38.2 $27.5 $169.2 $161.7Earnings per share, Diluted$0.50 $0.38 $2.23 $2.24        Non-GAAP (a):       Adjusted earnings$41.5 $27.5 $176.6 $161.7Adjusted EPS$0.54 $0.38 $2.33 $2.24 ________________________

(a)During the three and six months ended June 30, 2026, Black Hills incurred costs of $0.04 and $0.10 per share, respectively, related to the pending merger with NorthWestern Energy. See additional details in the GAAP-to-Non-GAAP reconciliation table in the Use of Non-GAAP Financial Measures section below. Minor differences may result due to rounding.   Second-quarter GAAP EPS was $0.50 compared to $0.38 in the same period in 2025. Second-quarter adjusted EPS was $0.54, excluding $0.04 of after-tax merger-related costs, compared to $0.38 in the same period in 2025. Financial results benefited from new rates and rider recovery, which more than offset higher financing and depreciation costs driven by capital investment and new assets in service.

Year-to-date GAAP EPS was $2.23 compared to $2.24 in the same period in 2025. Year-to-date adjusted EPS was $2.33, excluding $0.10 of after-tax merger-related costs, compared to $2.24 in the same period in 2025. Financial results benefited from new rates and rider recovery and cost management activities. These benefits more than offset $0.18 per share of impacts from mild weather and the impacts of higher financing and depreciation costs driven by capital investment and new assets in service.

“I’m extremely proud of our team and all we’ve accomplished in the first half of the year, delivering strong financial results and meaningful progress on our strategic initiatives,” said Linn Evans, president and CEO of Black Hills Corp. “We continued to advance our regulatory requests and execute our customer-focused capital plan, which includes our new 99-MW Lange II generation facility in South Dakota to be in service by year-end.

“We are also focused on serving our large-load demand pipeline of more than 3 GW in Wyoming. Our current financial plan includes 600 MW by 2030 driven by Microsoft’s expansion of existing operations and Meta’s new AI data center. We continue to make progress toward definitive agreements to serve a 1.8 GW data center project in Cheyenne, and other large-load customers, which would be additive to our plan.

“These significant large-load opportunities and the solid performance of our core businesses provide confidence in our ability to deliver in the upper half of our 4% to 6% long-term EPS growth target, and create compelling upside potential. We also look forward to a brighter energy future for all our stakeholders through our merger with NorthWestern Energy with only one regulatory approval remaining,” concluded Evans.

Merger with NorthWestern Energy Group, Inc.

On Aug. 19, 2025, Black Hills Corp. and NorthWestern Energy announced a tax-free, all-stock merger. The transaction is expected to close by year-end 2026, subject to the satisfaction of certain closing conditions and remaining regulatory approval from the Montana Public Service Commission. All other remaining approvals and conditions for closing were received or satisfied, including approvals by shareholders of both companies, the completion of the waiting period on the Hart-Scott-Rodino Act, and approvals by the Federal Energy Regulatory Commission and regulatory commissions in Nebraska and South Dakota.
SECOND-QUARTER 2026 HIGHLIGHTS AND RECENT UPDATES

Electric Utilities

On Aug. 4, South Dakota Electric filed a request with the South Dakota Public Utilities Commission (SDPUC) for recovery of costs related to its 99 MW, $320 million Lange II gas-fired generation project through a rider mechanism available under state law. The new facility under construction in Rapid City, South Dakota, is expected to be completed and in service during the fourth quarter of 2026 to replace generation resources planned for retirement and support updated reserve margin requirements.Year to date, Wyoming Electric recorded four new all-time customer load peaks driven primarily by growth in large-load data center demand. The new peaks advance a track record of 20 consecutive years of increasing electric demand in the Cheyenne, Wyoming region. The most recent peak of 439 MW on July 20, 2026, represents an increase of 16% over the peak of 379 MW on June 20, 2025. In July, South Dakota Electric and Wyoming Electric completed regulatory requirements for wildfire liability protections outlined in legislation enacted in 2025 and early 2026. On July 9, 2026, Wyoming Electric received approval from the Wyoming Public Service Commission (WPSC) of the company’s Wildfire Mitigation Plan. On July 2, 2026, South Dakota Electric submitted the company’s plan to the SDPUC in accordance with the legislation requirements.On June 30, Wyoming Electric submitted its 2026 Integrated Resource Plan to the WPSC based on a 20-year planning period, including a near-term period through 2033, which identified a near-term capacity shortfall of 95 MW beginning in 2027. Based on its forecasts and analysis, Wyoming Electric recommends the addition of 36 MW of new natural gas-fired reciprocating internal combustion engines (RICE), 50 MW of battery storage, and energy market purchases to meet the identified resource need. Wyoming Electric's IRP does not address Large Power Contract Service (LPCS) tariff capacity needs, which are handled separately under customer-specific agreements.On June 19, Wyoming Electric filed a request with the WPSC to establish a new Large Customer Transmission Cost Adjustment Mechanism (LCTCAM) tariff. The LCTCAM provides a framework to directly recover transmission investment costs from LPCS customers who are served by, and benefit from, the transmission facility. The proposed mechanism is designed to ensure that customers not directly served by those facilities are protected from bearing those costs. The filing requests WPSC approval of the tariff by Sept. 1, 2026, with an effective date of Jan. 1, 2027.On June 12, Colorado Electric filed a rate review request with the Colorado Public Utilities Commission seeking approval to recover approximately $184 million of critical investments since its last rate review in 2024. The rate review requested $27 million of new annual revenue based on a capital structure of 51% equity and 49% debt and a return on equity of 10.5%. The company is seeking new rates in the first quarter of 2027.On April 22, Wyoming Electric entered into an agreement to procure long lead-time generation equipment with a prospective data center customer seeking to construct a 1.8 GW data center to be served under Wyoming Electric’s LPCS tariff. The customer provided $285 million in refundable advances through June 30, 2026, in support of milestone payments to secure generation equipment. In July, the parties amended this generation reservation agreement to increase the total refundable advances to $377 million with a new maturity date of Aug. 31, 2026. Wyoming Electric continues to negotiate definitive agreements with the prospective customer.On March 18, South Dakota Electric filed a rate review request with the WPSC seeking approval to recover critical investments since its last rate review in 2014. The rate review requested $5 million of new annual revenue based on a capital structure of 53% equity and 47% debt and a return on equity of 10.5%. The company is seeking new rates in the first quarter of 2027.On Feb. 19, South Dakota Electric filed a rate review request with the SDPUC seeking approval to recover critical investments since its last rate review in 2014. The rate review requested $51 million of new annual revenue based on a capital structure of 53% equity and 47% debt and a return on equity of 10.5%. The company is seeking interim rates to be effective 180 days after filing, with new rates to be finalized in the first quarter of 2027.
Gas Utilities

On June 25, Kansas Gas received approval from the Kansas Corporation Commission of an abbreviated rate review request seeking $2.4 million in new annual revenue for capital placed in service through Dec. 31, 2025, based on authorized returns and capital structure under a black box settlement agreement for the July 2025 rate review. New rates were effective July 1.On Dec. 5, 2025, Arkansas Gas filed a rate review request with the Arkansas Public Service Commission seeking approval to recover approximately $147 million of system investments for its natural gas pipeline infrastructure since its last general rate filing in 2023. The rate review requested $29 million of new annual revenue based on a capital structure of 50% equity and 50% debt and a return on equity of 10.5%. The company is seeking final rates in the second half of 2026.
Corporate and Other

On July 28, Black Hills’ board of directors approved a quarterly dividend of $0.703 per share payable on Sept. 1, 2026, to common shareholders of record at the close of business on Aug. 17, 2026. On an annualized basis, the dividend represents 56 consecutive years of increases, the second-longest track record in the electric and natural gas industry.During the second quarter, the company issued a total of 0.1 million shares of new common stock for net proceeds of $9 million. Year to date, the company issued a total of 0.7 million shares of new common stock under its at-the-market equity offering program for net proceeds of $50 million.During the second quarter, Black Hills published its 2025 Corporate Sustainability Report, highlighting the company's continued progress toward emission reduction goals, strategic infrastructure investments and innovative solutions to deliver safe, reliable and cost-effective energy across the communities it serves. The company’s electric utilities achieved a 43% reduction in emissions intensity compared to 2005, continuing on pace to achieve its 70% by 2040 target. The natural gas utility reduced emissions by 25% since 2022, reflecting strong progress toward its net-zero by 2035 goal.
2026 ADJUSTED EARNINGS GUIDANCE REAFFIRMED

Black Hills reaffirms its guidance for 2026 adjusted EPS* to be in the range of $4.25 to $4.45, based on the following assumptions:

Normal weather conditions within our utility service territories;Constructive and timely outcomes of utility regulatory dockets;Excludes merger-related costs;Excludes mark-to-market adjustments;Increase in operations and maintenance expense (excludes merger-related costs, depreciation and amortization, and taxes other than income taxes) of approximately 3.5% off 2025 of $580 million;Equity issuance between $50 million and $70 million; andAn effective tax rate of approximately 14% for the full year.
This guidance excludes the expected merger with NorthWestern Energy, which is expected to close in the second half of 2026.

* The 2026 Adjusted EPS guidance shown above is a forward-looking, non-GAAP financial measure. The company is not able to provide comparable GAAP EPS guidance due to items that are not considered representative of the company's underlying operating performance that cannot be reasonably quantified for the full-year period. These items include merger-related costs the company expects to incur in 2026, in addition to any other unplanned items that may affect GAAP results in 2026.

USE OF NON-GAAP FINANCIAL MEASURES

As noted in this earnings release, in addition to presenting its earnings information in conformity with Generally Accepted Accounting Principles (GAAP), the company has presented non-GAAP Adjusted earnings and Adjusted EPS, which reflect adjustments for expenses, gains and losses that the company believes do not reflect ongoing core operating performance, such as costs related to the pending merger with NorthWestern. The company’s management uses non-GAAP measures for financial planning and analysis, for reporting of results to the Board of Directors, in determining performance-based compensation and communicating its earnings outlook to analysts and investors. Non-GAAP financial measures are intended to supplement investors’ understanding of our performance and should not be considered alternatives for financial measures presented in accordance with GAAP. Our non-GAAP measures may not be comparable to those of other companies.

Reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures are included below.

 Three Months Ended June 30, Six Months Ended June 30, 2026  2025 2026  2025 (in millions, except per share amounts)Net income available for common stock (GAAP)$38.2  $27.5 $169.2  $161.7Adjustment:         Merger-related costs 4.1   -  8.6   -Less: tax effect of adjustment (0.7)  -  (1.1)  -Adjustment, net of tax 3.3   -  7.5   -Rounding -   -  (0.1)  -Adjusted earnings (non-GAAP)$41.5  $27.5 $176.6  $161.7          Weighted average shares, diluted 76.1   72.4  75.9   72.1          Earnings per share, diluted (GAAP)$0.50  $0.38 $2.23  $2.24Adjustment:         Merger-related costs 0.05   -  0.11   -Less: tax effect of adjustment (0.01)  -  (0.02)  -Adjustment, net of tax 0.04   -  0.10   -Adjusted EPS (non-GAAP)$0.54  $0.38 $2.33  $2.24               BLACK HILLS CORPORATION
CONSOLIDATED FINANCIAL RESULTS

(Minor differences may result due to rounding)

 Three Months Ended June 30,  Six Months Ended June 30,  2026  2025  2026  2025  (in millions, except per share amount) Revenue$452.8  $439.0  $1,233.5  $1,244.2             Operating expenses:           Fuel, purchased power and cost of natural gas sold 113.5   124.0   451.3   483.8 Operations and maintenance 150.5   147.6   298.6   301.3 Depreciation and amortization 75.3   69.8   150.1   139.0 Taxes other than income taxes 16.5   15.1   34.5   32.7 Total operating expenses 355.8   356.5   934.5   956.8             Operating income 97.0   82.5   299.0   287.4             Interest expense, net (51.6)  (48.9)  (103.5)  (100.3)Other income (expense), net 0.2   (0.4)  0.8   0.6 Income tax benefit (expense) (5.2)  (4.4)  (22.8)  (22.5)Net income 40.4   28.8   173.5   165.2 Net income attributable to non-controlling interest (2.2)  (1.3)  (4.3)  (3.5)Net income available for common stock$38.2  $27.5  $169.2  $161.7             Weighted average common shares outstanding:       Basic 75.9   72.4   75.7   72.0 Diluted 76.1   72.4   75.9   72.1             Earnings per share:           Earnings per share, Basic$0.50  $0.38  $2.24  $2.25 Earnings per share, Diluted$0.50  $0.38  $2.23  $2.24                  CONSOLIDATING INCOME STATEMENTS

(Minor differences may result due to rounding)

 Consolidating Income Statement Three Months Ended June 30, 2026Electric Utilities Gas Utilities Corporate and Other  Total  (in millions) Revenue$226.3 $230.5 $(4.0) $452.8           Fuel, purchased power and cost of natural gas sold 49.7  63.9  (0.1)  113.5 Operations and maintenance 65.5  81.7  3.3   150.5 Depreciation and amortization 40.9  34.4  -   75.3 Taxes other than income taxes 9.1  7.4  -   16.5 Operating income$61.1 $43.1 $(7.2) $97.0           Interest expense, net        (51.6)Other income (expense), net        0.2 Income tax benefit (expense)        (5.2)Net income        40.4 Net income attributable to non-controlling interest        (2.2)Net income available for common stock       $38.2              Consolidating Income Statement Three Months Ended June 30, 2025Electric Utilities Gas Utilities Corporate and Other  Total  (in millions) Revenue$219.9 $223.0 $(3.9) $439.0           Fuel, purchased power and cost of natural gas sold 55.3  68.9  (0.2)  124.0 Operations and maintenance 69.2  80.1  (1.7)  147.6 Depreciation and amortization 37.5  32.3  -   69.8 Taxes other than income taxes 8.9  6.2  -   15.1 Operating income$49.0 $35.5 $(2.0) $82.5           Interest expense, net        (48.9)Other income (expense), net        (0.4)Income tax benefit (expense)        (4.4)Net income        28.8 Net income attributable to non-controlling interest        (1.3)Net income available for common stock       $27.5             Three Months Ended June 30, 2026 Compared to the Three Months Ended June 30, 2025

Electric Utilities’ operating income increased $12.1 million primarily due to new rates and rider recovery driven by the Wyoming Electric's recently completed Ready Wyoming project;Gas Utilities’ operating income increased $7.6 million primarily due to new rates and rider recovery driven by the Nebraska Gas and Kansas Gas rate reviews partially offset by higher operating expenses;Corporate and Other operating loss increased $5.2 million primarily due to costs related to the pending merger with NorthWestern; andNet interest expense increased $2.7 million primarily due to higher rates on increased debt.  Consolidating Income Statement Six Months Ended June 30, 2026Electric Utilities Gas Utilities Corporate and Other  Total  (in millions) Revenue$467.9 $773.6 $(8.0) $1,233.5           Fuel, purchased power and cost of natural gas sold 116.5  335.1  (0.3)  451.3 Operations and maintenance 131.5  165.6  1.5   298.6 Depreciation and amortization 81.4  68.7  -   150.1 Taxes other than income taxes 18.3  16.2  -   34.5 Operating income$120.2 $188.0 $(9.2) $299.0           Interest expense, net        (103.5)Other income (expense), net        0.8 Income tax benefit (expense)        (22.8)Net income        173.5 Net income attributable to non-controlling interest        (4.3)Net income available for common stock       $169.2              Consolidating Income Statement Six Months Ended June 30, 2025Electric Utilities Gas Utilities Corporate and Other  Total  (in millions) Revenue$456.6 $795.4 $(7.8) $1,244.2           Fuel, purchased power and cost of natural gas sold 122.5  361.4  (0.1)  483.8 Operations and maintenance 138.0  168.1  (4.8)  301.3 Depreciation and amortization 74.6  64.4  -   139.0 Taxes other than income taxes 18.2  14.5  -   32.7 Operating income$103.3 $187.0 $(2.9) $287.4           Interest expense, net        (100.3)Other income (expense), net        0.6 Income tax benefit (expense)        (22.5)Net income        165.2 Net income attributable to non-controlling interest        (3.5)Net income available for common stock       $161.7             Six Months Ended June 30, 2026, Compared to the Six Months Ended June 30, 2025

Electric Utilities’ operating income increased $16.9 million primarily due to new rates and rider recovery driven by the Colorado Electric rate review and Wyoming Electric's recently completed Ready Wyoming project partially offset by lower retail customer usage and unfavorable weather;Gas Utilities’ operating income increased $1.0 million primarily due to new rates and rider recovery driven by the Nebraska Gas, Kansas Gas, and Arkansas Gas rate reviews mostly offset by unfavorable weather and higher operating expenses;Corporate and Other operating loss increased $6.3 million primarily due to costs related to the pending merger with NorthWestern; andNet interest expense increased $3.2 million primarily due to higher rates on increased debt partially offset by higher AFUDC debt. OPERATING STATISTICS

Electric Utilities

 Revenue Quantities Sold Three Months
Ended June 30, Six Months
Ended June 30, Three Months
Ended June 30, Six Months
Ended June 30,By Customer Class2026  2025 2026 2025 2026 2025 2026 2025 (in millions) (in GWh)Retail Revenue -                Residential$56.0  $54.1 $119.1 $120.5  327.0  321.0 685.9 727.4Commercial 67.4   66.9  137.4  135.7  499.6  499.7 991.8 1,016.9Industrial (a) 58.2   49.3  114.5  97.5  784.0  663.9 1,491.4 1,273.7Municipal 4.4   4.3  8.7  8.8  35.8  34.1 66.8 68.7Other Retail (1.6)  3.5  1.7  6.9  —  — — —Subtotal Retail Revenue - Electric 184.4   178.1  381.4  369.4  1,646.4  1,518.7 3,235.9 3,086.7Wholesale 5.3   4.2  11.3  11.3  123.5  108.4 263.6 256.2Market - off-system sales 2.5   10.7  13.4  22.0  90.4  220.0 288.7 393.6Transmission 17.5   10.1  29.6  22.2  —  — — —Other (b) 16.6   16.8  32.2  31.7  —  — — —Total Revenue and Quantities Sold$226.3  $219.9 $467.9 $456.6 $1,860.3 $1,847.1 3,788.2 3,736.5Other Uses, Losses, or Generation, net (c)         142.3  125.4 245.5 219.5Total Energy          2,002.6  1,972.5 4,033.7 3,956.0 ________________________

(a)The increase in industrial quantities sold for the three and six months ended June 30, 2026, compared to the same periods in 2025, was primarily driven by Wyoming Electric's large-load customers under the LPSC and BCIS Tariffs.(b)Includes Integrated Generation, inter-segment rent, and non-regulated services to our retail customers under the Service Guard Comfort Plan and Tech Services.(c)Includes company uses and line losses.    Revenue Quantities Sold Three Months
Ended June 30, Six Months
Ended June 30, Three Months
Ended June 30, Six Months
Ended June 30,By Business Unit2026 2025 2026 2025 2026 2025 2026 2025 (in millions) (in GWh)Colorado Electric$64.7 $66.3 $134.0 $138.7 534.9 524.1 1,030.8 1,056.4South Dakota Electric 76.1  78.0  162.8  164.9 527.0 638.9 1,206.7 1,320.9Wyoming Electric 75.5  64.8  150.2  131.4 777.1 665.2 1,503.6 1,311.0Integrated Generation 10.0  10.8  20.9  21.6 21.3 18.9 47.1 48.2Total Revenue and Quantities Sold$226.3 $219.9 $467.9 $456.6 1,860.3 1,847.1 3,788.2 3,736.5                      Three Months Ended June 30,Six Months Ended June 30, 2026202520262025Degree DaysActualVariance from NormalActualVariance from NormalActualVariance from NormalActualVariance from NormalHeating Degree Days:        Colorado Electric539(8)%6235%2,540(18)%3,3568%South Dakota Electric980(4)%908(12)%3,547(18)%4,3461%Wyoming Electric974(14)%1,085(5)%3,299(21)%4,2252%Combined (a)781(8)%815(5)%3,044(19)%3,8754%         Cooling Degree Days:        Colorado Electric34723%235(16)%35827%235(16)%South Dakota Electric102(17)%16241%102(17)%16241%Wyoming Electric47(41)%60(24)%47(41)%60(24)%Combined (a)2019%174(4)%20611%174(4)% ________________________

(a)Degree days are calculated based on a weighted average of total customers by state.   OPERATING STATISTICS (continued)

Gas Utilities

 Revenue Quantities Sold and Transported Three Months
Ended June 30, Six Months
Ended June 30, Three Months
Ended June 30, Six Months
Ended June 30,By Customer Class2026 2025 2026 2025 2026 2025 2026 2025 (in millions) (Dth in millions)Retail Revenue -               Residential$111.6 $113.3 $423.3 $457.4 6.7 7.2 31.9 37.9Commercial 39.8  42.0  165.3  176.3 3.8 4.0 15.9 18.0Industrial 6.9  6.4  13.8  13.0 1.7 1.4 2.7 2.4Other Retail (a) 6.7  6.9  21.4  21.6 — — — —Subtotal Retail Revenue - Gas 165.0  168.6  623.8  668.3 12.2 12.6 50.5 58.3Transportation 44.8  42.1  99.3  99.8 37.9 36.2 84.1 86.7Other (b) 20.7  12.3  50.5  27.3 — — — —Total Revenue and Quantities Sold$230.5 $223.0 $773.6 $795.4 50.1 48.8 134.6 145.0 ________________________

(a)Includes Black Hills Energy Services revenue under the Choice Gas Program.(b)Includes inter-segment rent and non-regulated services under the Service Guard Comfort Plan, Tech Services, and HomeServe.    Revenue Quantities Sold and Transported Three Months
Ended June 30, Six Months
Ended June 30, Three Months
Ended June 30, Six Months
Ended June 30,By Business Unit2026 2025 2026 2025 2026 2025 2026 2025 (in millions) (Dth in millions)Arkansas Gas$41.5 $40.7 $163.6 $165.5 5.6 5.3 17.1 18.5Colorado Gas 36.8  39.0  127.0  154.8 4.9 5.2 15.7 18.4Iowa Gas 33.0  30.1  126.9  116.9 7.1 6.9 21.2 22.1Kansas Gas 25.7  25.1  86.3  91.2 8.9 7.6 19.0 19.3Nebraska Gas 63.6  57.9  194.4  188.1 16.2 16.4 42.5 46.1Wyoming Gas 29.9  30.2  75.4  78.9 7.4 7.4 19.1 20.6Total Revenue and Quantities Sold$230.5 $223.0 $773.6 $795.4 50.1 48.8 134.6 145.0                      Three Months Ended June 30,Six Months Ended June 30, 2026202520262025Heating Degree DaysActualVariance from NormalActualVariance from NormalActualVariance from NormalActualVariance from NormalArkansas Gas (a)155(45)%193(33)%1,727(20)%2,150(2)%Colorado Gas716(16)%822(5)%2,775(24)%3,659---Iowa Gas597(12)%640(5)%3,591(9)%3.928(1)%Kansas Gas (a)274(33)%367(9)%2,308(18)%2.9837%Nebraska Gas (a)532(12)%553(9)%3,077(14)%3.592---Wyoming Gas1,061(10)%1,110(7)%3,525(21)%4.4331%Combined (b)657(31)%658(8)%3,170(21)%3,740--- ________________________

(a)Arkansas Gas and Kansas Gas have weather normalization mechanisms that mitigate the weather impact on Gas Utility margins. Nebraska Gas received NPSC approval to develop a two-year pilot program for a weather normalization mechanism which was effective in August 2025.(b)Heating degree days are calculated based on a weighted average of total customers by state excluding Kansas Gas and Nebraska Gas (effective in August 2025) due to their weather normalization mechanisms. Arkansas Gas is partially excluded based on the weather normalization mechanism in effect from November through April.   CONFERENCE CALL AND WEBCAST

Black Hills will host a live conference call and webcast at 11 a.m. EDT on Thursday, Aug. 6, 2026, to discuss the company's financial results.

To participate by phone and ask a question during the live broadcast, participants can access the event directly at Black Hills Corp. Conference Call. Please allow at least five minutes to register. Upon registration, dial-in information will be provided, including a personal identification number.

To access a listen-only webcast and view presentation slides, please register at Black Hills Corp. Webcast. At the conclusion of the call, a replay of the broadcast will be available at this link and at Black Hills’ investor relations website for up to one year.

ABOUT BLACK HILLS CORP.

Black Hills Corp. (NYSE: BKH) is a customer-focused, growth-oriented utility company with a tradition of improving life with energy and a vision to be the energy partner of choice. Based in Rapid City, South Dakota, the company serves more than 1.37 million natural gas and electric utility customers in eight states: Arkansas, Colorado, Iowa, Kansas, Montana, Nebraska, South Dakota and Wyoming. More information is available at www.blackhillscorp.com.

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

This press release includes “forward-looking statements” as defined by the Securities and Exchange Commission. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements. This includes, without limitations, our 2026 earnings guidance, long-term growth target and our expectations for regulatory approvals for and the closing of the merger with NorthWestern Energy. These forward-looking statements are based on assumptions which we believe are reasonable based on current expectations and projections about future events and industry conditions and trends affecting our business. However, whether actual results and developments will conform to our expectations and predictions is subject to a number of risks and uncertainties that, among other things, could cause actual results to differ materially from those contained in the forward-looking statements, including without limitation, the risk factors described in Item 1A of Part I of our 2025 Annual Report on Form 10-K and other reports that we file with the SEC from time to time, and the following:

The accuracy of our assumptions on which our earnings guidance and long-term growth target is based;Our ability to obtain timely and adequate regulatory approvals and cost recovery;Our ability to execute our capital investment program and strategic initiatives;Our ability to access capital markets and successfully execute financing plans;The effects of inflation, interest rates, commodity prices, supply chain constraints and labor availability;Severe weather, wildfire, cybersecurity incidents (including risks associated with the use of artificial intelligence and evolving cyber threats), operational and other business risks;Our ability to serve customer growth opportunities, including large-load customers;Changes in laws, regulations and governmental policies; andThe expected timing and likelihood of completion and our ability to realize the anticipated benefits of the proposed merger with NorthWestern, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the proposed acquisition that could reduce anticipated benefits or give rise to the termination of the merger.
New factors that could cause actual results to differ materially from those described in forward-looking statements emerge from time-to-time, and it is not possible for us to predict all such factors, or the extent to which any such factor or combination of factors may cause actual results to differ from those contained in any forward-looking statement. We assume no obligation to update publicly any such forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Relations: Sal Diaz [email protected]   Media Contact: 24-hour Media Assistance888-242-3969

The robotaxi industry is still in the early stages, but it could expand rapidly over the next decade. Investors are tipping several companies to emerge as leaders in this market, including Alphabet (GOOG -4.05%) (GOOGL -4.03%), which owns Waymo, and Tesla (TSLA -1.77%), which has ramped up its fleet of robotaxis over the past year. However, Rivian (RIVN -1.27%), an electric vehicle (EV) maker, could be a surprise winner in this industry, given the deal it signed with Uber Technologies (UBER -5.29%) earlier this year. Here's why investors shouldn't discount Rivian's chances in the race to the top in the robotaxi market.

Image source: The Motley Fool.

A wide range of possible outcomes In March, Rivian agreed to deliver up to 50,000 autonomous units of its new R2 models to Uber through 2030. In exchange, Uber will invest up to $1.25 billion in Rivian through 2031, including $550 million this year. This is a great deal for Rivian for several reasons. First, the company receives a substantial cash infusion that will help it achieve certain goals. Notably, the EV maker needs to train its self-driving software and achieve full autonomy (at least in certain regions) with its R2 for this partnership to be as lucrative as possible.

That will require some work and some money. And if Rivian can achieve full autonomy in time, it will likely have a positive impact on its business beyond its deal with Uber. It could increase demand for its cars among other large corporations or generate higher recurring revenue from self-driving software subscriptions. Second, Uber is one of the leading ride-hailing platforms. It benefits from a strong brand name, a large user ecosystem, and a deep moat due to network effects.

Uber could leverage these advantages to quickly scale its robotaxi service. If Uber's robotaxis become very popular, the company may order even more EVs from Rivian.

Today's Change

(

-1.27

%) $

-0.20

Current Price

$

15.56

But what happens if Rivian fails to achieve full autonomy in time? The company's shares will likely fall off a cliff. The good news is that Rivian is finally delivering its R2 to customers, and the more of them it has on the road, the more data it will have to train its self-driving software. The R2 has a much more approachable price than Rivian's previous models and is a direct competitor to Tesla's Model Y, the best-selling car in the world (EV or not) for three years running.

Higher sales volume may more than offset the lower per-unit price of the R2, leading to steady revenue growth for Rivian over the next few years. Rivian is also expanding its manufacturing footprint. These efforts may help the company achieve lower per-unit manufacturing costs and help boost its margins. However, if the R2 flops, the company's shares will plummet. So, Rivian's medium-term outlook hinges on several things going just right. If they do, expect strong returns. If they don't, the stock will underperform broader equities. Investors should keep that in mind before initiating a position.

CompaniesAug 5 (Reuters) - Drug distributor McKesson (MCK.N), opens new tab on Wednesday raised its annual profit forecast after beating first-quarter earnings estimates, on ​strength in its oncology and specialty drug businesses.

The ‌company now expects fiscal 2027 adjusted profit to be in the range of $44.20 to $45 per share, from its previous projection of $43.80 to $44.60 per ​share. Analysts were expecting a profit of $44.26 per ​share, according to data compiled by LSEG.

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Here are more details:

The ⁠Texas-based company reported revenue of $105.4 billion for the first ​quarter ended June 30, beating analysts' expectations of $103.74 billion, helped ​by increased prescription volumes for its oncology and specialty medicines.

McKesson and peers, including Cardinal Health (CAH.N), opens new tab and Cencora (COR.N), opens new tab, are capitalizing on surging ​demand for high-cost specialty drugs used to treat ​rheumatoid arthritis and cancer, helping generate strong margins.

On an adjusted basis, McKesson earned ‌a ⁠profit of $9.93 per share, up 20% from a year ago and beating analysts' estimate of $9.54 per share.

Sales in McKesson's U.S. pharmaceutical unit, its largest segment by revenue, rose 5% ​to $86.8 billion, driven ​in part ⁠by higher prescriptions for specialty products.

In April, McKesson said it will sell a minority ​stake in its medical-surgical solutions business to ​investment firm ⁠Apollo Funds for $1.25 billion, as the drug distributor streamlines its operations to focus on its core pharmaceutical distribution business.

Earlier ⁠on ​Wednesday, peer Cencora also raised its annual ​adjusted profit forecast, banking on continued strength in demand for specialty medicines.

Reporting by ​Sneha S K in Bengaluru; Editing by Diti Pujara

Our Standards: The Thomson Reuters Trust Principles., opens new tab

Raises second-half production outlook and maintains full-year capital guidance
Delivers record operating cash flow, reduces debt, and returns capital to stockholders

, /PRNewswire/ -- SM Energy Company (the "Company" or "SM") (NYSE: SM) today reported financial and operating results for the second quarter 2026. Investor materials, including accompanying slides, can be accessed at https:// sm-energy.com/investors. A conference call is scheduled for 8 a.m. MT/10 a.m. ET on August 6, 2026. Participation details are included in this release.

SM continues to advance the integration of its Civitas merger (the "Merger") and deliver strong progress against three strategic priorities: Integrate, Execute and Bolster. Second quarter 2026 performance on each of these priorities is summarized below.

Integrate –

Progressed Merger-related synergies, with 95% of the target, or $355 million, actioned to date; full run-rate synergies expected to be actioned by year-end 2026. Lowered full-year 2026 recurring G&A guidance by $50 million at the midpoint, reflecting accelerated integration and full capture of Merger-related G&A synergies. Execute –

Net income was $4.46 per diluted share; adjusted net income1 was $2.19 per diluted share. Generated operating cash flow of $1.1 billion, or $1.2 billion before net change in working capital, including certain long-term items.1 Capital expenditures totaled $754 million, or $717 million before changes in accruals.1 Delivered adjusted free cash flow1 of $467 million, after $42 million of one-time integration, transaction, and capital costs. Adjusted EBITDAX1 was $1.4 billion. Average net daily production totaled approximately 440 MBoe/d, including approximately 230 MBbl/d of oil. Increased second-half 2026 production guidance to 435–440 MBoe/d, including approximately 238 MBbl/d of oil. Maintained full-year 2026 capital guidance of $2.65–$2.85 billion. Bolster –

Returned $137 million of capital to stockholders, or approximately 30% of adjusted free cash flow,1 through $84 million in share repurchases (2.6 million shares) and SM's $0.22 per share quarterly dividend. Closed the $950 million sale of certain South Texas assets (the "South Texas Divestiture") on April 30, 2026, substantially achieving SM's $1.0 billion-plus asset-sales target; net proceeds of approximately $900 million were used to redeem all $819 million aggregate principal amount of the 6.75% and 5.0% Senior Notes due 2026 (collectively, "2026 Senior Notes"), contributing to a $1.1 billion sequential reduction in net debt.1 Subsequent to quarter-end, issued a notice of full redemption of all remaining $417 million aggregate principal amount of the 6.625% Senior Notes due 2027 ("2027 Senior Notes") at par using cash on hand, retiring all Senior Notes due through mid-2028. 1Adjusted net income per diluted share; operating cash flow before net change in working capital, including certain long-term items; capital expenditures, before changes in accruals; adjusted free cash flow; adjusted EBITDAX; and net debt are non-GAAP measures. Indicates a non-GAAP measure or metric. Refer to "Definitions of Non-GAAP Measures and Metrics As Calculated By the Company" and the accompanying reconciliations later in this release.

"Our team delivered strong results in the second quarter, generating significant free cash flow on the strength of our scaled portfolio," stated President and CEO Beth McDonald. "In our first full quarter as a combined company, we moved with urgency, actioning 95% of our targeted run-rate synergies, while further strengthening our balance sheet and returning $137 million to stockholders through dividends and share repurchases. With strong performance year-to-date, we today raised second-half 2026 production expectations, reaffirmed full-year capital expectations and reduced our full-year G&A guidance. Our team is focused on disciplined execution – turning scale and asset quality into growing, durable returns for stockholders."

Second Quarter 2026 Review

Production of approximately 440 MBoe/d, including approximately 230 MBbl/d of oil, with an average realized price of $53.86 per Boe, before hedges. Second-quarter volumes include approximately 12 MBoe/d from the recently divested South Texas assets, or one month of production prior to the April 30, 2026 sale. Recognized an estimated $262 million gain on the South Texas Divestiture. Year-to-date transaction and integration costs are $172 million compared to full-year guidance of $180 million; the substantial majority of one-time costs have now been incurred.  Other operating income included an approximate $70 million severance tax refund. Guidance

SM raised its second-half production outlook to 435–440 MBoe/d, including approximately 238 MBbl/d of oil, from 430 MBoe/d, and narrowed its full-year production guidance to 418–423 MBoe/d (223–225 MBbl/d of oil). SM reaffirmed its full-year capital guidance. See the table below for detailed third quarter and full-year guidance. The following table summarizes SM's third quarter and full-year 2026 operational and financial guidance.

Production

3Q 2026

Full Year 2026

Total Production (MMBoe)1

39.5 – 40.5

152.5 – 154.5

Total Production (MBoe/d)1

430 – 440

418 – 423

Oil Production (MBbl/d)1

230 – 240

223 – 225

Capital Program ($MM)

Capital Expenditures2

$740 – $790

$2,650 – $2,850

DC&E

$2,300 – $2,500

Facility, Land, and Other

~$280

One-Time Capital Costs3

~$70

Net Wells Drilled

~55

~245

Net Wells Turned-In-Line

~85

~295

Avg. Well Cost ($/lateral ft)4

~$710

Operating Expenses ($/Boe)

Lease Operating Expense

$6.50 – $6.80

Transportation

$3.60 – $3.75

Production Taxes (% of oil, gas and NGL revenue)

~6%

Ad Valorem Taxes

~$0.50

DD&A

$14.00 – $15.00

General & Administrative ($MM)

Recurring G&A5

$230 – $250

One-Time Integration & Transaction — Cash6

~$160

One-Time Integration & Transaction — Non-Cash6

~$20

Other ($MM)

Exploration Expense

~$100

Cash Taxes:

$75–$80/Bbl (WTI)

$20 – $30

$80–$85/Bbl (WTI)

$30 – $50

Notes:

1 FY26 production guidance includes 11 months of Civitas contribution following the January 30, 2026, Merger close, the conversion of certain acquired volumes to two-stream reporting, and four months of production from certain South Texas assets divested on April 30, 2026.

2 Indicates a non-GAAP measure or metric. Refer to "Definitions of Non-GAAP Measures and Metrics As Calculated By the Company" and the accompanying reconciliations later in this release. FY26 capital expenditures before changes in accruals include ~$50 million of expected synergies.

3 Includes one-time, non-recurring capital costs related to Merger integration and the South Texas Divestiture.

4 Company-wide average 2026 expected well cost and includes well connection/equipment costs.

5 FY26 recurring G&A guidance includes ~$35 million of stock-based compensation.

6 The majority of one-time integration and transaction costs (both cash and non-cash) were incurred in 1H26.

Webcast Details

SM plans to host a conference call and webcast at 8 a.m. MT (10 a.m. ET) tomorrow, August 6, 2026. The call and accompanying presentation may be accessed at https://www.sm-energy.com/investors. Participants can also dial into the conference call at (877) 407-6050 or +1 (201) 689-8022 for international participants.

About SM Energy Company

SM is a premier, scaled operator of top-tier oil and gas assets across four leading U.S. shale basins: the Permian Basin, DJ Basin, South Texas, and Uinta Basin. SM routinely posts important information about the Company on its website. SM is focused on operational excellence, disciplined capital allocation, and delivering growing returns to stockholders. For more information, visit www.sm-energy.com.

Forward Looking Statements

This release contains forward-looking statements within the meaning of securities laws. The words "anticipate," "deliver," "demonstrate," "establish," "estimate," "expects," "goal," "generate," "guidance," "maintain," "objectives," "optimize," "plan," "priority," "target," and similar expressions are intended to identify forward-looking statements. Forward-looking statements in this release include, among other things, the Company's 2026 plans and strategic objectives; the Company's intention to redeem in full its 2027 Senior Notes; future return of capital plans; expectations regarding increased scale; integration objectives and synergy targets, including the expected timing and magnitude; plans to achieve the Company's $1.0 billion-plus divestiture target; assumptions and projections for the third quarter, second half, and full year 2026 regarding guidance for total production and oil production; the Company's capital plan, including total capital expenditures; drilling, completion and equipment costs; facility, land and other costs; one-time capital costs; Company average cost per lateral foot; certain operating expenses, including lease operating expense, transportation, production and ad valorem taxes; DD&A; general and administrative expense; and certain other costs, including exploration expense and cash taxes. These statements involve known and unknown risks, which may cause the Company's actual results to differ materially from results expressed or implied by the forward-looking statements. Future results may be impacted by the risks discussed in the Risk Factors section of the Company's most recent Annual Report on Form 10-K, as such risk factors may be updated from time to time in the Company's other periodic reports filed with the Securities and Exchange Commission, specifically the 2025 Form 10-K. The forward-looking statements contained herein speak as of the date of this release. Although the Company may from time to time voluntarily update its prior forward-looking statements, it disclaims any commitment to do so, except as required by securities laws.

Investor Relations

Megan Hays, Vice President, Investor Relations, [email protected]
Meghan Dack, Director, Investor Relations, [email protected] 

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Production Data

For the Three Months

Ended

Percent Change

 Between

For the Six Months
Ended

Percent
Change
Between

June 30,

March 31,

June 30,

2Q26

& 1Q26

June 30,

June 30,

YTD 2026
& 2025

2026

2026

2025

2026

2025

Realized sales price (before the effect of net derivative settlements):

Oil (per Bbl)

$    96.85

$    73.69

$    62.04

31 %

$    86.43

$    66.04

31 %

Gas (per Mcf)

$     0.17

$     1.72

$     2.15

(90) %

$     0.88

$     2.73

(68) %

NGLs (per Bbl)

$    24.69

$    21.58

$    21.91

14 %

$    23.21

$    23.85

(3) %

Equivalent (per Boe)

$    53.86

$    44.22

$    41.27

22 %

$    49.48

$    44.17

12 %

Realized sales price (including the effect of net derivative settlements):1

Oil (per Bbl)

$    80.62

$    69.56

$    64.05

16 %

$    75.64

$    67.25

12 %

Gas (per Mcf)

$     1.54

$     2.27

$     2.67

(32) %

$     1.87

$     3.08

(39) %

NGLs (per Bbl)

$    24.83

$    21.75

$    21.91

14 %

$    23.36

$    23.37

— %

Equivalent (per Boe)

$    48.36

$    43.32

$    43.36

12 %

$    46.07

$    45.47

1 %

Net production volumes:2,3

Oil (MMBbl)

20.9

17.1

10.5

22 %

38.0

19.9

92 %

Gas (Bcf)

86.8

72.4

36.2

20 %

159.2

72.6

119 %

NGLs (MMBbl)

4.6

4.2

2.5

10 %

8.9

4.8

84 %

Equivalent (MMBoe)

40.0

33.4

19.0

20 %

73.4

36.8

100 %

Average net daily production:2,3

Oil (MBbl per day)

229.8

190.3

115.7

21 %

210.2

109.7

92 %

Gas (MMcf per day)

953.7

804.1

398.3

19 %

879.3

401.2

119 %

NGLs (MBbl per day)

51.0

46.9

26.9

9 %

48.9

26.6

84 %

Equivalent (MBoe per day)

439.7

371.2

209.1

18 %

405.7

203.2

100 %

Per Boe data:

Lease operating expense

$     6.71

$     6.25

$     5.52

7 %

$     6.50

$     5.81

12 %

Transportation costs

$     3.57

$     3.65

$     4.13

(2) %

$     3.61

$     4.03

(10) %

Production taxes

$     3.25

$     2.43

$     1.59

34 %

$     2.88

$     1.82

58 %

Ad valorem tax expense

$     0.37

$     0.47

$     0.54

(21) %

$     0.41

$     0.54

(24) %

General and administrative4,5

$     1.98

$     5.20

$     2.21

(62) %

$     3.44

$     2.21

56 %

Net derivative settlement gain (loss)

$    (5.50)

$    (0.90)

$     2.09

(511) %

$    (3.41)

$     1.29

(364) %

Depletion, depreciation, and amortization

$    14.81

$    12.91

$    15.40

15 %

$    13.95

$    15.30

(9) %

1 Indicates a non-GAAP metric calculated as the average realized price after the effects of net commodity derivative settlements. The Company believes this metric is useful to management and the investment community to understand the effects of net commodity derivative settlements on average realized price.

2 Amounts and percentage changes may not calculate due to rounding.

3 The results for the three months ended March 31, 2026, include only two months of production from the Civitas assets acquired on January 30, 2026. The results for the three months ended June 30, 2026, include only one month of production from the South Texas assets divested on April 30, 2026. The results for the six months ended June 30, 2026, include five months of production from the acquired Civitas assets and four months of production from the divested South Texas assets.

4 Includes recurring non-cash stock-based compensation expense of $0.12, $0.26, and $0.24 per Boe for the three months ended June 30, 2026, March 31, 2026, and June 30, 2025, respectively, and $0.18 and $0.28 per Boe for the six months ended June 30, 2026, and 2025, respectively.

5 Includes one-time costs (consisting of both cash and non-cash items) of $0.92 per Boe and $3.52 per Boe for the three months ended June 30, 2026, and March 31, 2026, respectively, and $2.10 per Boe for the six months ended June 30, 2026, respectively.

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Condensed Consolidated Balance Sheets

(in millions, except share data)

June 30,

December 31,

ASSETS

2026

2025

Current assets:

Cash and cash equivalents

$             620

$             368

Accounts receivable

989

331

Derivative assets

145

83

Prepaid expenses and other

146

29

Total current assets

1,900

811

Property and equipment (successful efforts method):

Proved oil and gas properties

23,214

16,012

Accumulated depletion, depreciation, and amortization

(8,466)

(8,793)

Unproved oil and gas properties, net of valuation allowance of $12 and $12, respectively

860

460

Wells in progress

809

458

Other property and equipment, net of accumulated depreciation of $67 and $63, respectively

131

65

Total property and equipment, net

16,548

8,202

Noncurrent assets:

Derivative assets

56

6

Other noncurrent assets

354

234

Total noncurrent assets

410

240

Total assets

$          18,858

$           9,253

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable and accrued expenses

$           2,367

$             690

Senior Notes, net

416

419

Derivative liabilities

184

2

Other current liabilities

122

58

Total current liabilities

3,089

1,169

Noncurrent liabilities:

Revolving credit facility

—

—

Senior Notes, net

6,620

2,296

Asset retirement obligations

430

150

Deferred tax liabilities, net

630

724

Derivative liabilities

1

2

Other noncurrent liabilities

275

102

Total noncurrent liabilities

7,956

3,274

Stockholders' equity:

Common stock, $0.01 par value - authorized: 400,000,000 and 200,000,000 shares, respectively; issued and outstanding: 237,494,374 and 114,630,905 shares, respectively

2

1

Additional paid-in capital

3,888

1,517

Retained earnings

3,921

3,291

Accumulated other comprehensive income

2

1

Total stockholders' equity

7,813

4,810

Total liabilities and stockholders' equity

$          18,858

$           9,253

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Condensed Consolidated Statements of Operations

(in millions, except per share data)

For the Three Months Ended

June 30,

For the Six Months Ended

June 30,

2026

2025

2026

2025

Operating revenues and other income:

Oil, gas, and NGL production revenue

$         2,156

$           785

$         3,633

$         1,625

Gain on divestiture activity

262

—

262

—

Other operating income

82

8

84

13

Total operating revenues and other income

2,500

793

3,979

1,637

Operating expenses:

Oil, gas, and NGL production expense

556

224

984

449

Depletion, depreciation, and amortization

592

293

1,024

563

Exploration1

21

15

47

27

General and administrative1,2

79

42

253

81

Net derivative (gain) loss3

(272)

(78)

425

(61)

Other operating expense2

28

2

48

7

Total operating expenses

1,004

498

2,781

1,066

Income from operations

1,496

295

1,198

571

Interest expense

(111)

(43)

(224)

(87)

Other non-operating income, net

4

—

5

—

Income before income taxes

1,389

253

979

485

Income tax expense

(318)

(51)

(243)

(101)

Net income

$         1,071

$           202

$           736

$           384

Basic weighted-average common shares outstanding

239

115

219

115

Diluted weighted-average common shares outstanding

240

115

220

115

Basic net income per common share

$           4.48

$           1.76

$           3.35

$           3.35

Diluted net income per common share

$           4.46

$           1.76

$           3.34

$           3.34

1 Recurring non-cash stock-based compensation included in:

Exploration expense

$              3

$              1

$              5

$              3

General and administrative expense

4

5

12

10

Total non-cash stock-based compensation

$              7

$              6

$             17

$             13

2 Transaction and integration costs included in:

General and administrative (includes $5 million and $20 million, respectively, of non-cash stock-based compensation associated with the Merger)

$             37

$             —

$           155

$             —

Other operating expenses

—

—

17

—

Total transaction and integration costs

$             37

$             —

$           172

$             —

3 The net derivative (gain) loss line item consists of the following:

Net derivative settlement (gain) loss

$           220

$            (40)

$           250

$            (47)

Net (gain) loss on fair value changes

(492)

(39)

175

(14)

Total net derivative (gain) loss

$          (272)

$            (78)

$           425

$            (61)

Note: Prior year amounts may not calculate due to rounding.

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Condensed Consolidated Statements of Stockholders' Equity

(in millions, except share data and dividends per share)

Additional
Paid-in
Capital

Retained
Earnings

Accumulated
Other
Comprehensive
Income

Total
Stockholders'
Equity

Common Stock

Shares

Amount

Balances, December 31, 2025

114,630,905

$           1

$       1,517

$       3,291

$               1

$        4,810

Net loss

—

—

—

(335)

—

(335)

Net cash dividends declared, $0.22 per share

—

—

—

(53)

—

(53)

Issuance of common stock upon vesting of RSUs, and settlement of PSUs, net of shares used for tax withholdings

235,422

—

(17)

—

—

(17)

Stock-based compensation expense

1,114,479

—

25

—

—

25

Replacement equity awards issued in connection with the Merger

—

—

29

—

—

29

Issuance of common stock in connection with the Merger

123,715,771

1

2,408

—

—

2,409

Balances, March 31, 2026

239,696,577

$           2

$       3,962

$       2,903

$               1

$        6,868

Net income

—

—

—

1,071

—

1,071

Other comprehensive income

—

—

—

—

1

1

Net cash dividends declared, $0.22 per share

—

—

—

(53)

—

(53)

Issuance of common stock under Employee Stock Purchase Plan

147,743

—

2

—

—

2

Issuance of common stock upon vesting of RSUs, net of shares used for tax withholdings

216,257

—

(3)

—

—

(3)

Stock-based compensation expense

77,303

—

11

—

—

11

Purchase of shares under Stock Repurchase Program

(2,643,506)

—

(84)

—

—

(84)

Balances, June 30, 2026

237,494,374

$           2

$       3,888

$       3,921

$               2

$        7,813

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Condensed Consolidated Statements of Stockholders' Equity (Continued)

(in millions, except share data and dividends per share)

Additional
Paid-in
Capital

Accumulated
Other
Comprehensive
Loss

Total
Stockholders'
Equity

Common Stock

Retained
Earnings

Shares

Amount

Balances, December 31, 2024

114,461,934

$           1

$       1,502

$       2,735

$              (1)

$        4,237

Net income

—

—

—

182

—

182

Net cash dividends declared, $0.20 per share

—

—

—

(23)

—

(23)

Issuance of common stock upon vesting of RSUs, net of shares used for tax withholdings

284

—

—

—

—

—

Stock-based compensation expense

—

—

7

—

—

7

Balances, March 31, 2025

114,462,218

$           1

$       1,509

$       2,895

$              (1)

$        4,404

Net income

—

—

—

202

—

202

Net cash dividends declared, $0.20 per share

—

—

—

(23)

—

(23)

Issuance of common stock under Employee Stock Purchase Plan

90,314

—

2

—

—

2

Stock-based compensation expense

82,193

—

6

—

—

6

Balances, June 30, 2025

114,634,725

$           1

$       1,517

$       3,074

$              (1)

$        4,590

Note: Prior year amounts may not calculate due to rounding.

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Condensed Consolidated Statements of Cash Flows

(in millions)

For the Three Months Ended

June 30,

For the Six Months Ended

June 30,

2026

2025

2026

2025

Cash flows from operating activities:

Net income

$        1,071

$          202

$          736

$          384

Adjustments to reconcile net income to net cash provided by operating activities:

Gain on divestiture activity

(262)

—

(262)

—

Depletion, depreciation, and amortization

592

293

1,024

563

Stock-based compensation expense

11

6

36

13

Net derivative (gain) loss

(272)

(78)

425

(61)

Net derivative settlement gain (loss)

(220)

40

(250)

47

Amortization of deferred financing costs and debt premiums, net

(5)

3

(10)

5

Deferred income tax expense

316

43

231

69

Other, net

(10)

(6)

(38)

(4)

Net change in working capital

(118)

69

(149)

38

Net cash provided by operating activities

1,103

571

1,743

1,054

Cash flows from investing activities:

Net proceeds from the sale of oil and gas properties

897

—

897

—

Capital expenditures

(754)

(410)

(1,309)

(824)

Acquisition of business, net of cash acquired

—

—

(49)

—

Other

—

—

(24)

(15)

Net cash provided by (used in) investing activities

143

(410)

(485)

(839)

Cash flows from financing activities:

Proceeds from revolving credit facility

326

528

341

1,385

Repayment of revolving credit facility

(326)

(566)

(341)

(1,453)

Net proceeds from Senior Notes

(1)

—

984

—

Cash paid to repurchase Senior Notes

(935)

—

(1,743)

—

Repurchase of common stock

(87)

(1)

(87)

(1)

Dividends paid

(53)

(23)

(135)

(46)

Other, net

1

2

(25)

2

Net cash used in financing activities

(1,075)

(59)

(1,006)

(113)

Net change in cash, cash equivalents, and restricted cash

171

102

252

102

Cash, cash equivalents, and restricted cash at beginning of period

449

—

368

—

Cash, cash equivalents, and restricted cash at end of period

$          620

$          102

$          620

$          102

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Condensed Consolidated Statements of Cash Flows (continued)

(in millions)

For the Three Months Ended

June 30,

For the Six Months Ended

June 30,

2026

2025

2026

2025

Supplemental schedule of additional cash flow information:

Operating activities: Cash paid for interest, net of capitalized interest

$          (90)

$            (3)

$         (185)

$          (85)

Operating activities: Net cash paid for income taxes

$          (33)

$            (5)

$          (32)

$            (5)

Investing activities: Changes in capital expenditure accruals

$          (37)

$          (22)

$           80

$             5

Note: Prior year amounts may not calculate due to rounding.

DEFINITIONS OF NON-GAAP MEASURES AND METRICS AS CALCULATED BY THE COMPANY

To supplement the presentation of its financial results prepared in accordance with U.S. generally accepted accounting principles (GAAP), the Company provides certain non-GAAP measures and metrics, which are used by management and the investment community to assess the Company's financial condition, results of operations, and cash flows, as well as compare performance from period to period and across the Company's peer group. The Company believes these measures and metrics are widely used by the investment community, including investors, research analysts and others, to evaluate and compare recurring financial results among upstream oil and gas companies in making investment decisions or recommendations. These measures and metrics, as presented, may have differing calculations among companies and investment professionals and may not be directly comparable to the same measures and metrics provided by others. A non-GAAP measure should not be considered in isolation or as a substitute for the most directly comparable GAAP measure or any other measure of a company's financial or operating performance presented in accordance with GAAP. Reconciliations of the Company's non-GAAP measures to the most directly comparable GAAP measures are presented below. These measures may not be comparable to similarly titled measures of other companies.

Adjusted EBITDAX: Adjusted EBITDAX represents net income (loss) before interest expense, interest income, income taxes, depletion, depreciation, and amortization expense, exploration expense, property abandonment and impairment expense, non-cash stock-based compensation expense, derivative gains and losses net of settlements, gains and losses on divestitures, gains and losses on extinguishment of debt, non-recurring or one-time costs including transaction and integration costs associated with the Merger, and certain other items.  Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated.  Adjusted EBITDAX is a non-GAAP measure that the Company believes provides useful additional information to investors and analysts, as a performance measure, for analysis of the Company's ability to internally generate funds for exploration, development, acquisitions, and to service debt. The Company is also subject to financial covenants under the Company's Credit Agreement, a material source of liquidity for the Company, based on Adjusted EBITDAX ratios. Please reference the Company's second quarter 2026 Form 10-Q and the most recent Annual Report on Form 10-K for discussion of the Credit Agreement and its covenants.

Adjusted free cash flow: Adjusted free cash flow is calculated as net cash provided by operating activities before net change in working capital, including change in certain long-term items, less capital expenditures before changes in accruals. The Company uses this measure to represent the cash generated from operations, in excess of capital expenditures, that is available to fund discretionary uses such as debt reduction, stockholder returns, or expanding the business.

Adjusted net income and Adjusted net income per diluted common share: Adjusted net income and Adjusted net income per diluted common share exclude certain items that the Company believes affect the comparability of operating results, including items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated. These items include non-cash and other adjustments, such as derivative gains and losses net of settlements, impairments, gains and losses on divestitures, gains and losses on extinguishment of debt, non-recurring or one-time costs including transaction and integration costs associated with the Merger, and accruals for non-recurring matters. The Company uses these measures to evaluate the comparability of the Company's ongoing operational results and trends and believes these measures provide useful information to investors for analysis of the Company's fundamental business on a recurring basis.

Net debt: Net debt is calculated as the total principal amount of outstanding senior notes plus amounts drawn on the revolving credit facility less cash and cash equivalents (also referred to as total funded debt). The Company uses net debt as a measure of financial position and believes this measure provides useful additional information to investors to evaluate the Company's capital structure and financial leverage.

Capital expenditures: The Company's operating plan guidance uses the term "capital expenditures," which is defined to be before changes in accruals (excludes working capital), and is a non-GAAP measure. In reliance on the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K, the Company is unable to provide a reconciliation of forward-looking non-GAAP capital expenditures because components of the calculations are inherently unpredictable, such as changes to, and the timing of, capital accruals, unknown future events, and estimating certain future GAAP measures. The inability to project certain components of the calculation could significantly affect the accuracy of a reconciliation.

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Adjusted EBITDAX Reconciliation1

Reconciliation of net income (GAAP) and net cash provided by operating activities (GAAP) to Adjusted EBITDAX (non-GAAP):

For the Three Months Ended
June 30,

For the Six Months Ended

June 30,

(in millions)

2026

2025

2026

2025

Net income (GAAP)

$         1,071

$            202

$            736

$            384

Interest expense

111

43

224

87

Income tax expense

318

51

243

101

Depletion, depreciation, and amortization

592

293

1,024

563

Exploration2

18

14

42

24

Stock-based compensation expense

7

6

17

13

Net derivative (gain) loss

(272)

(78)

425

(61)

Net derivative settlement gain (loss)

(220)

40

(250)

47

Gain on divestiture activity

(262)

—

(262)

—

Transaction and integration costs3

37

—

172

—

Other, net

6

—

5

1

Adjusted EBITDAX (non-GAAP)

$         1,406

$            570

$         2,376

$         1,158

Interest expense

(111)

(43)

(224)

(87)

Income tax expense

(318)

(51)

(243)

(101)

Exploration2

(18)

(14)

(42)

(24)

Amortization of deferred financing costs and debt premiums, net

(5)

3

(10)

5

Transaction and integration costs3

(32)

—

(152)

—

Deferred income tax expense

316

43

231

69

Other, net

(17)

(6)

(44)

(5)

Net change in working capital

(118)

69

(149)

38

Net cash provided by operating activities (GAAP)

$         1,103

$            571

$         1,743

$         1,054

Note: Prior year amounts may not calculate due to rounding.

1 See "Definitions of Non-GAAP Measures and Metrics as Calculated by the Company" above.

2 Stock-based compensation expense is a component of the exploration expense and general and administrative expense line items on the unaudited condensed consolidated statements of operations. Therefore, the exploration line items shown in the reconciliation above will vary from the amounts shown on the unaudited condensed consolidated statements of operations for the component of stock-based compensation expense recorded to exploration expense.

3 Transaction and integration costs include expenses associated with the Merger and post-Merger integration activities.  For the three and six months ended June 30, 2026, these costs consisted of $37 million and $155 million, respectively, of one-time integration costs, (including $5 million and $20 million, respectively, of stock-based compensation), which were included in general and administrative expense in the accompanying statements of operations, and less than $1 million and $17 million, respectively, of one-time transaction costs included in other operating expense in the accompanying statements of operations.

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Reconciliation of Net Income to Adjusted Net Income1

(in millions, except per share data)

For the Three Months Ended

June 30,

For the Six Months Ended

June 30,

2026

2025

2026

2025

Net income (GAAP)

$         1,071

$           202

$           736

$           384

Net derivative (gain) loss

(272)

(78)

425

(61)

Net derivative settlement gain (loss)

(220)

40

(250)

47

Gain on divestiture activity

(262)

—

(262)

—

Transaction and integration costs2

37

—

172

—

Other, net

10

—

13

1

Tax effect of adjustments3

162

8

(22)

3

Deferred tax remeasurement – corporate reorganization4

—

—

23

—

Adjusted net income (non-GAAP)

$           526

$           172

$           835

$           374

Diluted net income per common share (GAAP)

$          4.46

$          1.76

$          3.34

$          3.34

Net derivative (gain) loss

(1.13)

(0.68)

1.93

(0.53)

Net derivative settlement gain (loss)

(0.92)

0.35

(1.14)

0.41

Gain on divestiture activity

(1.09)

—

(1.19)

—

Transaction and integration costs2

0.15

—

0.78

—

Other, net

0.04

—

0.07

0.01

Tax effect of adjustments3

0.68

0.07

(0.10)

0.03

Deferred tax remeasurement – corporate reorganization4

—

—

0.10

—

Adjusted net income per diluted common share (non-GAAP)

$          2.19

$          1.50

$          3.79

$          3.26

Basic weighted-average common shares outstanding

239

115

219

115

Diluted weighted-average common shares outstanding

240

115

220

115

Note: Prior year amounts may not calculate due to rounding.

1 See "Definitions of Non-GAAP Measures and Metrics as Calculated by the Company" above.

2 Transaction and integration costs include expenses associated with the Merger and post-merger integration activities.  For the three and six months ended June 30, 2026, these costs consisted of $37 million and $155 million, respectively, of one-time integration costs, (including $5 million and $20 million, respectively, of stock-based compensation), which were included in general and administrative expense in the accompanying statements of operations, and less than $1 million and $17 million, respectively, of one-time transaction costs included in other operating expense in the accompanying statements of operations.

3 The tax effect of adjustments was calculated using a tax rate of 22.9% for the three and six months ended June 30, 2026, and 22.1% for the three and six months ended June 30, 2025. These rates approximate the Company's statutory tax rates for the respective periods, as adjusted for ordinary permanent differences.

4 Reflects a non-recurring remeasurement of net deferred tax balances resulting from a change in state income tax apportionment due to a corporate reorganization and the Merger.

SM ENERGY COMPANY

FINANCIAL HIGHLIGHTS (UNAUDITED)

June 30, 2026

Reconciliation of Net Cash Provided by Operating Activities and Capital Expenditures to Adjusted Free Cash Flow1

(in millions)

For the Three Months Ended

June 30,

For the Six Months Ended

June 30,

2026

2025

2026

2025

Net cash provided by operating activities (GAAP)

$        1,103

$          571

$        1,743

$        1,054

Net change in working capital, including change in certain long-term items

81

(69)

133

(38)

Cash flow from operations before net change in working capital, including change in certain long-term items (non-GAAP)

1,184

502

1,876

1,016

Capital expenditures (GAAP)

754

410

1,309

824

Changes in capital expenditure accruals

(37)

(22)

80

5

Capital expenditures before changes in accruals (non-GAAP)

717

388

1,389

829

Adjusted free cash flow (non-GAAP)

$          467

$          114

$          487

$          188

1 See "Definitions of Non-GAAP Measures and Metrics as Calculated by the Company" above.

Note:  For the three months ended June 30, 2026, adjusted free cash flow includes approximately $42 million of one-time, non-recurring cash costs associated with the Merger integration and the South Texas assets divested, consisting of approximately $32 million reported in net cash provided by operating activities and approximately $10 million in capital expenditures. For the six months ended June 30, 2026, adjusted free cash flow includes approximately $222 million of one-time, non-recurring cash costs, consisting of approximately $152 million reported in net cash provided by operating activities and approximately $70 million in capital expenditures.

Reconciliation of Total Principal Amount of Debt to Net Debt1

(in millions)

June 30, 2026

Principal amount of Senior Notes2

$                         6,873

Revolving credit facility2

—

Total principal amount of debt (GAAP)

6,873

Less: Cash and cash equivalents

620

Net Debt (non-GAAP)

$                         6,253

1 See "Definitions of Non-GAAP Measures and Metrics as Calculated by the Company" above.

2 Amounts as of June 30, 2026, are from Note 6 - Long-Term Debt in Part I, Item 1 of the Company's Form 10-Q.

SOURCE SM Energy Company